The Amazing Spider-Man: Team Up
by PS.95
Summary: Spider-Man is contacted by S.H.I.E.L.D to join the Avengers but he refuses, unwilling to reveal his identity & endanger his loved ones. But when new antagonists come into the picture, he has to team up with Earth's Mightiest Heroes to be the savior again. Can he rise up to the tough challenges of life, and discover his mysterious past? Set post TASM. Marvel Cinematic Universe
1. The Untold Story Continues

**The Amazing Spider-Man: Team Up**

**Disclaimer: I do not own any of the characters. All rights go to Marvel.**

Rating: **T** just to be safe.

Summary: Set after the events of The Amazing Spider-Man, Peter Parker's life continues as tries to balance his life between the masked vigilante Spider-Man and his own. Being contacted by S.H.I.E.L.D to join the Avengers, Peter is unwilling to compromise his identity and endanger the people he loves. However as new situations arise, he has to team up with the Earth's Mightiest Heroes to defeat new antagonists and to learn about his hidden past.

* * *

**Chapter 1**

**The Untold Story Continues**

* * *

**"Don't make promises that you can't keep Mr. Parker."**

**"Yeah but those are the best kind..."**

* * *

Peter Parker never wanted to be a superhero. He never wanted to feel the guilt of his failures and watching somebody else to pay the price. However hard he tried to convince himself that he was not to blame for Captain Stacy's death, the more he realized that he only was to blame. He created the Lizard, he failed to defeat him alone, and the result was George Stacy paying the price.

As he perched on a masthead on the top of a building pondering over his guilt and whether his choice to break a promise he made to a dying man was right, he heard police sirens in the distance and sighed. He had the power, so he had to take up responsibility. He never understood why people thought being a superhero was lucky, the truth being far from it.

At the present moment it looked like there was a robbery in a bank and the robbers were trying to evade the police. There was a car chase going on which he could tell easily by the sight of a car wildly dashing through the streets of New York, police cars hot on its tail; but the NYPD were without any luck so far._"This game of cops and robbers needs a spider."_ Peter dropped from the building he was sitting on and on getting within his maximum range of web shooters he fired a web line and swiftly swung away towards the wailing sirens.

* * *

**Location: S.H.I.E.L.D Helicarrier**

As Director Nick Fury paced in his office, he was notified by Agent Hill that the World Council wanted to talk to him. He grimaced, wondering why it took them so long to contact him. He had anticipated them breathing down his neck many times this week. But here they were, contacting him 5 days after the accident that had almost turned all citizens of New York into reptiles; one would think they didn't give a damn what happened to a few people. All they cared for was that the catastrophe had 'not happened'. But Nick Fury knew better than to show his revulsion and be replaced only to leave the Earth in 'incapable' hands.

"Director, we've been thinking about this peculiar incident a lot …"

"Of course you have", replied Fury with a smirk. "May I know what led you to contact me now?"

"Oh yes we're coming to that. You see, this is about that costumed vigilante Spider-Man.

"Ah…I was just thinking how he did a great service to us."

"Director, you know that he is under suspicion for the previous NYPD captain George Stacy's death. Apart from the fact that we don't know who he is, or what can he exactly do, he took on 17 police officers alone…that too after being tasered! He is a huge potential threat."

"Yes, and I believe you want me to take him down for saving the city."

"No, you exactly know what we want you to do. Find him. Check whether he is a threat to us. If he is, you know what to do."

Fury made his way to his office and called on Agent Hill. He remembered the day the incident happened. Everyone was too surprised to do anything. It happened so quickly that he didn't have time to call on the Avengers. As he had desperately tried to reach Stark he watched on news as Spider-Man made his way, or rather swung his way to OsCorp. He later learnt that the man had been shot as well, which led him to wonder about the powers of Spider-Man. Was he a mutant?

Or was he someone with another accidental case history?

"Yes, sir?" Maria Hill asked as she watched Fury paced in his office, clearly something bothering him.

"Agent Hill, bring me all relevant information on Spider-Man."

* * *

**Location: New York**

Spider-Man watched as a car literally dashed across the streets of New York, with 4 NYPD cars in hot pursuit. He snagged a web line on one of the NYPD cars and zipped himself across the air onto the roof of the police car. From there he was able to take a good look on the situation. The thugs in the cars were repeatedly firing wild shots whenever they could. One of them actually hit the tire of the car in his front as it drifted out of control and hit a lamppost._"Well…"_ Peter thought, "_Time to crash their party."_

He aimed his web shooters at the robbers' car and zip lined himself to its roof.

The robbers inside heard a loud thud on the roof.

"What are you waiting for? Check what is on the roof", one of them said

Spider-Man heard him and inwardly laughed as he tried to imagine what the robbers could have thought was on the roof. One arm carrying a gun came out of the passenger side window. He quickly snatched the gun out of the hand and pulled it until he heard a painful gasp from his victim. He let it go and jumped, only to drop on the windshield of the car. The terror on the robbers' faces was evident.

"Hey guys, although it's not Halloween, how about this for a trick?

Now you see me, now you don't." He pushed on his web shooters hard to cover the windshield with his web.

"Now what about my treat…**SPIDER SENSE**"

He only got up his head in time to see a masked thug get half out of the window to aim a shotgun at him and fire. As the shower of bullets neared him, time slowed down as he knew it and using his unbelievable reflexes bent his torso as the shells crossed over his body. With no one to drive the car, it sprinted out of control and he quickly shot another web line and snatched the gun out of the hands of the man. The man was totally disoriented as he tried to throw a punch at him but missed by a mile and he pulled him out of the car and threw him in a dumpster. Inside the car another thug tried to make his way towards the driver's seat and control the car, keeping his gun ready for Spider-Man. Eventually, his masked head appeared and he tried to grasp the steering wheel.

The car turned as Spider-Man and the robber fought for control but suddenly Peter's spider sense kicked into overdrive as the robber pulled the gun out and shot him at point blank range. He didn't know how fast his reflexes were but surely not enough fast for this. But surprisingly as he dodged the bullet he found out that he was safe on the roof even before the bullet got out of the car.

On a nudge from his spider sense he saw that a wall was approaching fast towards the car. Quickly he jumped from the car's roof high into the air and turned slowly in air to snag a web line to the car and using his superhuman strength he pulled it in the air, only before falling parallel to it as the car rose in the air and making a giant web all around the car to hold it.

Standing below the webbed car, he admired his handiwork. It was something he had not done before.

_"I was able to dodge a point blank shot to the head, and a few days ago I couldn't dodge an easy shot fired only at my leg,"_ he thought, _"Man how does this thing work…perhaps I was in too much stress at that time to dodge ,... that makes sense."_ He jumped into the air and swung away as he heard police cars approaching, but not before leaving a note, 'From your friendly neighborhood Spider-Man'.

* * *

It was 3:30 A.M as Peter finally entered his house from his bedroom window. He fell on his bed, wrestling with his inner conscience again as he saw 3 missed calls from got up, changed his clothes and then again dropped on his bed & closed his eyes. His fatigue quickly gave way to sleep even before he realized it.

The next morning was pleasant. His aunt didn't ask any questions about when did he return, but she hadn't asked many after the Connors incident. Sometimes Peter wondered if she knew everything. He still remembered the look she gave him when he returned home after the incident and gave her the eggs.

It was just another normal day at Midtown High School, but due to lack of sleep Peter was unable to pay much attention to the teachers. Flash had continued to maintain a neutral attitude towards him so he didn't care about proving himself better than him. But still on the inside he felt a little jealous that most of his qualities were now of Spider-Man, not Peter Parker.

Later when he met Gwen after the classes all his drowsiness suddenly disappeared. He had tried to avoid her gaze all the week as he still was not sure whether he should continue his relationship with her. But he was unable to keep himself away from her anyway. This emotional turmoil was driving him mad. One part of him wanted to be with Gwen, to hold her, to tell her how much he loved her. But the other part argued, and with success; how could he not respect the dying wish of a man, that he knew well was right. He was suddenly jerked back to reality as he watched Gwen eyeing him, the question clearly visible in her brown eyes. Realizing that the silence between them was becoming awkward, he stammered," So wassup Gwen?"

"Nothing much, you tell."

"Uh, you know...random crime fighting, car chases, that sort of thing."

He realized that he was proving himself an idiot but Gwen casually brushed it aside.

"So, about that...thing", she said hesitantly, as if she was afraid he would again tell her to forget about it.

Peter tried to avoid her penetrating gaze as he looked down and replied," I'm still not sure about all of this Gwen."

He heard her sighing and shifted his gaze upwards to see her giving him a disappointed look.

"Peter, after all this I thought, you would understand-"

"I understand Gwen, but I'm not ready yet. Give me some time. You know I will be always there for you, but just, just let's not...not now..."he was unable to end his predicament but was surprised when Gwen's eyes softened.

"It's ok Peter, I understand too. You have gone through a lot in the past few days, you need your time."

Peter was surprised to see a smile suddenly form on Gwen's lips.

"And I'm ready to give you as much time you want Peter. I am going nowhere."

Peter felt miserable. He didn't want her to keep hoping.

"Sorry Gwen. But you could get hurt."

Again, the silence that settled between them was unnerving.

"So, how's it going at OsCorp?" Peter asked, determined to change the topic.

"Okay, I guess. There has been a lot of repair work, and Dr Ratha is trying to get Connor's research back on line as soon as possible."

"What? Is he mad? Does he want another giant green-"

"Not cross-species genetics, Peter. It's something different but related to it. It's basically on a serum used to enhance human soldiers' abilities. Sort of like Captain America."

"Hmm. But if it was possible it could have been done during WWII. There can be only one Captain America."

"Yes, but they are trying to recreate the serum. From what I hear, many people have tried to do it but only managed to fail."

Then lowering her voice, Gwen said," I have also heard that Mr. Osborn is seriously ill, apparently on his death bed."

"That would explain the sudden rush. But don't they know that they are playing with fire, trying to recreate something that is apparently lost. Why not do something original?"

"Yeah, like creating radioactive spiders which eventually create the cutest hero."

Peter blushed at that, and did not comment.

"Okay then Peter, I'll see you tomorrow. Bye"

"Bye", Peter stood as he watched her go, again arguing with his mind whether he should have gone with his heart. _"Well, at least that conversation went better than expected"_, mused Peter.

* * *

**Location: S.H.I.E.L.D Central, New York**

Nick Fury flicked through all the files related to Spider-Man, only to be disappointed. All the information on Spider-Man was shrouded in uncertainty. The only thing known about him was that he emerged suddenly and took down several criminals before the showdown with Lizard on top of OsCorp tower. The only connection he could place was the assistance of crane operators to Spider-Man to prevent him from further injuring himself after being shot. That also he came to know, was because Spider-Man had saved the son of one of them. When data got him nowhere, he decided to confront this enigma he was unable to solve and find out for himself.

"Agent Hill, call on Agent Romanoff. I want to take no chances with a guy who can kick twelve trained asses even after being tasered and handcuffed.

Also trace his swinging patterns and his appearances, maybe that will give us a clue."

* * *

**Location: New York**

Due to the whole stressing Lizard incident Spider-Man had almost forgot the thrill of web swinging. It was now that there was no crisis at hand so he was able to enjoy it again. He found that it cleared his mind, calming him and allowing him to focus his thoughts. With the end of the term approaching he also had to look forward to his future. He still had to decide a college, but he got a feeling he would be attending the Empire State University. He thought about Gwen, who had so many scholarships thrown at her due to her brilliance. He was no different but he had ruined his chance by choosing Spider-Man and letting his grades fall slightly, but that made all the difference when you are looking at the competition.

His spider sense nudged him towards an alley where he heard the scream of a woman. Web zipping quickly he dropped into the alley just in time to see three burly and stupid looking men who had a woman cornered. Two rapid web lines and two men were on the ground heavily webbed while the third one, apparently the boss ran at Spider-Man. Amused by his efforts, he sidestepped and tripped him. "I ain't afraid of you punk", he growled and getting up pulled out a knife.

"How many times I have to see this..."he groaned. "You guys seriously think you could overpower me with a knife? Now drop it before I kick it out of your hands."

The man snarled and slashed, but Spider-Man oversaw all his attacks, dodged and finally deciding to end the game, knocked the man out with a strong roundhouse kick to his stomach. He turned to see whether the woman was all right.

"Thanks, for saving me."

"Hey, that's my duty as your friendly neighborhood, because my neighbors are not so friendly. Call the police and get these animals into their cages."

She smiled and waved as he leapt up a building and swung away, not aware that he was being watched.

Natasha Romanoff stood on top of a building, impressed by the agility of Spider-Man. Tracing his regular swinging routes S.H.I.E.L.D had concluded that most of his sightings were in Queens. But she was lucky she had gotten him at a crime scene. Tapping into her earpiece she said," The only way to attract this guy is crime. We must act a fake crime somewhere in this area and I'm sure he'll show up."

* * *

Night fell on New York as Spider-Man decided to head back to his home, mostly because he had faced no crimes after his alley rescue; and because he was tired and just wanted to sleep. But as he ducked into an alley to get his clothes he heard a muffled scream. He snorted._" Of course these guys will never allow me to sleep peacefully. Why did I even think of a break?_"

When he reached there he saw a red haired girl surrounded by masked men. _Not again_, he thought as he jumped into their midst." Not on my watch, guys…."**SPIDER **** SENSE**

Spider-Man was surprised as suddenly all the men attacked him together. But with his spider sense to warn him, he was aware of every single attack before it came. He dodged, countered, and webbed them but they seemed trained. He was surprised at how they looked ready, as if waiting for him in the first place. But when he thought all were taken care of, more filled the alley._ Was this some kind of trap?_

Still he was far more agile than they considered him to be. Time to take this to the next level, he thought as he increased the pace of his blows. They seemed indifferent to this and pulled out their guns, their plan not going well. But he dodged every single bullet fired by them and caused his attackers to stop firing in surprise. "What happened dude, not happy to see me perfectly fit and fine?"

They fell back quickly and disappeared into the alley, but Peter felt that was because the plan had changed. He turned back to see the girl, no…woman, she looked dangerous, smile at him. "Well done Spider-Man. You have passed the test."

"Is this some kind of joke? Any hidden cameras or something?"

"No Spider-Man. We wanted to test you to check whether your intentions are really pure. We have come on the behalf of S.H.I.E.L.D."

"What shield? Bronze or steel?"

"Don't take it lightly Spider-Man. S.H.I.E.L.D stands for Strategic Homeland Intervention, Enforcement and Logistics Division. We work at the highest level of administration, working for peace between countries and providing protection to the Earth."

"So you are from the government?"

"This is much bigger than the government, kid. You came to our attention after the Lizard incident. You see, S.H.I.E.L.D recruits world's best trained personnel and you might be a good recruit."

Peter could see through that neutral mask of calmness easily. He had seen enough of those faces in his life. He knew very well that they weren't here to test him, only to capture him, but his skills had forced a change in the plan.

"Who are you?"

"Natasha Romanoff...you can call me the Black Widow."

"Wait…you were also in that alien invasion thing."

"Yes, you're right. So, will you come with us to the S.H.I.E.L.D headquarters?"

"You see, Ms Romanoff, I like to work alone. Since, the government is involved...or whatever level you function on, my personal information is clearly required. I have an arrest warrant on my name, you should know that." He forced a laugh.

"And besides, I don't want to reveal my identity to any of you people. You may think I am a kid, but I'm not. I understand this very well. Did you think you could attack me first and then suddenly claim it was a test and pull it off? No. The moment you attacked me you should have prepared yourself for a refusal."

"Then you leave me no choice Spider-Man. You have to come with me."

Spider-Man barely dodged the flying kick that the Black Widow had unexpectedly thrown at him. After that, he tried to hold himself back as he didn't want to hurt her. But she was very quick, not even giving him time to breathe. Their movements turned blurry as Peter tried to end this unwanted encounter and escape. Going soft on her was a bad option; he either had to use his strength or else try to incapacitate her. Then he jumped high in the air, turned in the air and fired a web line that pulled her feet. Now that he had her on the ground, he finished by webbing her to ground.

"Tell your boss I'm not interested." **SPIDER SENSE**

He looked up and jumped back only to see an arrow whiz past him but before he recovered another arrow came and hit him in the shoulder. He gasped in pain as he removed the arrow and leapt up the wall to face his attacker but before he could crawl upward his head had started to feel light and his vision grew hazy. "_Must...move...shake it off Peter"_. He knew his body's fast metabolism would remove whatever drug it was from his system rapidly but he had to avoid capture. A minute or two was all he needed to get away from these recruiters-cum-kidnappers . But all his efforts to move were futile as his limbs felt like dead weight. Finally he slid to the ground muttering about how using such a strong sedative was illegal. Slowly the darkness closed in, and the last he heard was a thud and the voice of man saying,"Knew you would need my help, Nat." Then a chuckle from the man, and he lost consciousness.

* * *

End of Chapter 1

**A/N: Thanks for reading. Please take an extra few moments to review if you liked the chapter. All suggestions are welcome. You can also PM me and I'll get back to you as soon as possible.**

* * *

Next up, on The Amazing Spider-Man: Team Up-

Spider-Man wakes up in S.H.I.E.L.D headquarters and Nick Fury tries to offer him a place in the Avengers.


	2. A Binary Choice

Previously, on The Amazing Spider-Man: Team Up-

Spider-Man is ambushed by SHIELD agents led by the Black Widow. He manages to take all of them down, but captured due to a clever deception by Hawkeye.

* * *

**Disclaimer: I do not own any of the characters. All rights go to Marvel.**

* * *

**The Amazing Spider-Man: Team Up**

**Chapter 2**

**A Binary Choice**

* * *

**Location: S.H.I.E.L.D Central, New York**

"What happened Romanoff; I don't remember telling you to get him bound and trussed like a criminal. I specifically said we need to gain his trust. He could be very important to S.H.I.E.L.D."

"Sorry about that. But he was proving difficult."

Spider-Man heard them, having regained consciousness very early but lying still to take in his surroundings. He was in a room, a high tech lab kind of room, strapped in some kind of body cuffs.

He was sure he was being watched so he didn't show too much signs of activity. Now he was able to hear voices outside the door. One of the voices he recognized as of the Black Widow. "_They need my trust, _he thought, very much amused by their way of gaining trust. _"I'll show them I'm not some kind of tool."_

"Agent Hill, what about his mask?"

A third voice, unrecognizable to him answered," No sir, its stuck…how we don't know but it's attached to his face."

_Such hopeless people, even first graders can tell spiders stick._

"Any possessions found on him? Possible clues to his identity?"

"Nothing, Sir. He's got nothing except than that red-blue spandex suit."

Spider-Man breathed a sigh of relief and thanked God he had forgotten his phone back at home. And he hadn't gotten a chance to get his bag back. So he was safe for the time being.

"Ok then maybe he will throw some light on himself."

Spider-Man watched as the voices neared and the door opened. He had seen many strange people but none as strange as the man that now came into the room, followed by the Black Widow and another woman, _probably another official._

"You have recovered very fast, Mr. Spider-Man."

"Thanks to you that I even needed recovery in the first place. Who are you, by the way?"

"Nick Fury, Director of S.H.I.E.L.D, Strategic Homeland Inte-"

"Yeah yeah whatever. What's with that fancy eye patch…"

"That's none of your concern. The question is…are you willing to co-operate or not?"

"Do I have a choice?"

"No."

"There you go. Is this your standard procedure to recruit someone? Kidnapping people off the street?"

"**S.H.I.E.L.D** only takes the best individuals who train for this type of work. Even after training, they have to take an oath of complete trust and no betrayal. It should be an honor for you that we are asking you to help the planet."

"If this is so big, why haven't I ever heard of it before?"

"If you heard it then what would be the point of spying secrecy…use your brain. After the Lizard mishap, you've come in the eyes of everyone. Now the officials are scared because they don't know about you and your potential. You could be a threat, Spider-Man."

"That's what I get for saving the city? To be considered a threat?"

"I don't believe so kid. But everyone else thinks so. You are so young, you can go the wrong way very easily."

Now Spider-Man felt anger rise within him. Weeks after stopping crimes in the city and saving the city from a disaster, this guy still felt he was some crazy boy who would suddenly turn into a super villain.

"I am not a threat, Director. Let me make this clear. I know of my power, and the responsibility that comes with it. But if you think I can convince me to join this spy business, you are wrong. I will not-"

"I am not asking you to spy; though you could be a great aid in infiltration…I am offering you, a spot in the Avengers."

That caught Spider-Man offhand. _Avengers, so cool._ But still he knew he would have to reveal his identity to the world if he wanted this. On one hand, it was great to have backup and meet his heroes like **Captain America** and **Mr. Stark. **But he didn't want to endanger Aunt May or Gwen or anyone he loved. This was a decision he had been thinking ever since he got his powers, and even more after the Lizard incident. He simply could not reveal himself to the world. He wanted to ask Fury if he could be a free recruit, helping from outside. But he knew it wasn't even worth considering. This was a binary choice. He could either take it or leave it. There was no middle way.

"Sorry Director, but I'm not interested. I don't wish to reveal my identity, as I told Ms Romanoff earlier, "who glared at him," so I would ask you to forget about me. Take me in as someone who will always be there to help, but not in the team. I am not a team player."

"Got attitude like Stark", Fury muttered.

"Sorry?"

Suddenly Fury put on a smile that looked more like a grimace to Peter.

"Of course, Mr. Spider-Man. Though I would like you to reconsider your decision."

"I clearly understand my decision Fury, and believe me, I also want to join. But not as your puppet."

Fury's visible eye hardened and he whispered something to the lieutenant type woman. She nodded and went away.

"Now that pleasantries are over, could you please remove this cuff? It is making me very uncomfortable."

Fury again muttered something, and another agent came in through the door to free him.

Once he was free, Spider-Man stood up, eyes meeting Fury's, although Fury couldn't meet his; the reflective lenses were great.

"Can I go now, Mr. Fury? I also have a home to go back to. My people would be worrying."

"Of course, but can you tell me how that mask of yours is stuck…We were prepared to cut it off."

Spider-Man laughed and said, "Director, I have spider abilities as you can clearly see." "Spiders stick to almost any surface with enough friction", He whispered. They got out of the base, whole of the time Fury trying to let Spider-Man slip something and the latter guarding his replies even more solidly. Finally, they got out of the building, Fury looking smug and Spider-Man looking relieved.

* * *

They took off in a helicopter as Spider-Man noticed that the base was set up far from the city, but he guessed that was natural. The base showed signs of destruction and rebuilding. Spider-Man wondered if the destruction was caused during the alien invasion.

Suddenly Fury said," You should know this Mr. Spider-Man, that I am a spy. My work involves uncovering identities of people, and I am very good at it. Somehow, I'm gonna find out who you are, and then maybe you will join us."

"So your ideology is 'either you're with us or against us'?

"Exactly."

"Good luck with that."

"What?"

"Uncovering my identity, what else"

They reached the site where they had first ambushed Spider-Man. "You want me to jump? Just like that?" Spider-Man asked incredulously.

"Of course. You are a spider, you said. Spin a web."

He grinned from inside the mask.

"Until next time then, Director. Don't forget that I am an ally, not a threat."

Fury placed a hand on his shoulder and said," I just want to know that if the world is in danger and people need your help, will you be there?"

"Yes…I will be."

"Good, but please reconsider again…we are the good guys, kid."

"So am I Director. Seeya later." They shook hands.

Spider-Man jumped from the helicopter and took in the pleasure of free falling. When the buildings were near enough he snagged a web line and swung away, desperate to avoid the anger of Aunt May.

* * *

Director Nick Fury tapped into his earpiece and said, "Agent Hill, I've placed a tracker on his shoulder. Get the signal and find out where he is going.

"Sir, the signal is coming from your location only, inside the helicopter."

"WHAT?!" He was stumped for a second but then he saw the tracker attached on his hand.

"Sonuva… Agent Hill, I need men following his every move, every appearance. I shall not rest until I find who this boy is. Did you check his DNA?"

"Yes sir. But we've found no match in our record."

Fury swore loudly but in his heart, he was impressed by Spider-Man. Not many people were able to hide from him. He was very much taken by the fact that he was taking care of the criminals alone, he sounded like a normal teenager. _I like this kid, _he smiled, which was a rare phenomenon.

* * *

Peter sat in his room, bent over a mass of wires and stuff. He was trying to create a complex circuit that could create a mini GPS of the sort for New York. After that he could make his own trackers. Fury's trick had amused him; he wondered how many people the grim Director had fooled by that show of politeness. But Fury had his own faults, maybe once he swallowed that he was not any erratic kid he might see that Spider-Man was not the one to trick or trap.

He wiped sweat off his brow and looked at the work so far. That tracker thing had inspired him to make this, as he figured out it would be handy if he was not unable to chase down someone and BINGO, he would fire his spider tracer, fall back and trace him leisurely. _Yep, that will definitely help, now I don't have to search in dirty sewers, these will tell me the exact location._

The only teen aged superhero and boy genius admired his 'Parker creation' as he liked to call it. He had made small spider shaped tracers with eight legs to attach to any surface. For the adhesive he decided to use his web as it was the best option. Then he looked at the receiver in his hand which blinked and showed him the location of the tracer. _So much for the near range._

He figured out he had to place amplifiers-cum-signal broadcasters at strategic locations in the periphery of the city if he wanted to get maximum range. Then he looked at the clock and realized he was getting late for school._"Shit Parker, you have done it again."_ He ran down the stairs, only to be greeted by Aunt May. "Morning, Peter," she said in a cold voice.

"Morning, Aunt May", Peter said sheepishly.

"Where were you last night?"

"I…I had to get something for a science project", _Not a complete lie I guess. I hate lying to Aunt May._

"And you forgot to take your phone with you."

"Yes...I didn't know so many shops would be closed."

"You better are working on that science project only, Peter, otherwise you don't want to see my anger…

"Ok" he gulped.

* * *

Peter got into his daily routine; things took an upswing in Midtown Science High School as the nerd turned superhero paid attention to his classes and got his grades back up. He was almost convinced that now his life was going to be normal as even Spider-Man did not have any pressing matters. After setting the amplifiers at three towers around the city he decided his tracer invention was a success. He hadn't got an opportunity to use them so far, not that he wanted one. It was just a helpful precaution, so that no one escaped him.

Their teacher told them that the graduation ceremony was next week's Sunday. Peter had decided on the Empire State University and was surprised to note that Gwen was going there too.

"But, you could get any college. And you take the nearest one."

Gwen laughed and replied," It seemed like the best choice to me, you don't seem happy at the fact that this allows me to stay near you."

"It's not that- hey."

"Besides, I thought that I should stay close to my family after these events", she said in a solemn tone.

"Oh…I did not think of it that way."

"When do you think Peter..." she smiled and conversation took off from there and finally ended when Peter took out his radio, set at police frequency which now alerted him to gunshots fired in a bank, not far from his location.

"Okay Gwen, take care."

"It should be me saying that, bye."

* * *

Spider-Man perched at his favorite location, on top of the Empire State Building. He was able to see up to a great distance from there, and he was happy that his efforts had reduced the number of crimes in New York. He had not faced a single bad criminal in the past two days, only small thieves who he set right by using a little fear. He remembered Uncle Ben's belief in second chances. He never wanted to ruin anyone's life. But he knew that crimes were still committed in the hundreds. He was only able to solve the heinous ones; he tried to convince himself that he was no God delivering judgment here. He could only try to prevent more losses.

He took out his spider tracer, an idea forming in his mind. _If I tweak the settings so that it emits the same frequency recognized by my spider sense, I could sense the tracer even if it's not a danger to me. This should be done now._ He dropped from the building and swung his way to the nearest subway station, but not before changing his clothes in a dark alley.

* * *

Peter had managed to set the frequency at his spider sense level. It had taken a lot of experimenting on him to even get close to know his spider sense emitted which frequency. But in the end, he had decided to go with trial and error. So far, the tracer worked fine and he would be able to sense it when it was destroyed or stopped functioning. He had quickly ignored and tried to forget the S.H.I.E.L.D. encounter. He had a more important task at hand.

His body quivered with emotion and pent up rage as he saw the sketch of the murderer pinned to his wall. The Lizard incident had forced him away from his primary focus. Now he was not at all sure if he could even get his hands on him. The killer of Uncle Ben was gone, gone where he had negligible chance of finding him. But help came to him by an unexpected source.

"Peter, Peter…wake up and get ready. We have to go to the police precinct."

Peter got up rather tiredly and asked," What happened Aunt May? Please let me sleep… it's Sunday."

"They have got information on, on…Uncle Ben's murderer."

This caused Peter to sit up straight. _Finally._

**Location: Police Precinct, NYC**

The new captain of NYPD was a very serious looking woman. She introduced herself as Jean DeWolff. She was a former detective and was promoted due to her incredible record. She said." People keep telling me you are the first one to rise so quickly in ranks, you need to be careful. I tell them there is no one more careful than a woman. Mr George Stacy was a great friend, and he was a better captain than I can ever hope to be."

Then her tone got serious and further said," A few days ago we got a lead on him and we were able to get his location but before we could arrest him he disappeared."

She put a photograph on the desk. The same blond man; Peter was suddenly feeling vengeful. His eyes seemed to sneer at him.

"His name is Dennis Carradine. He has many cases of theft and probably murder on him, but he always clears away from the crime scene, leaving no evidence at all. He mostly lives in the shadows, not a single appearance after he killed Mr. Parker. Then last week he robbed another shop and hopefully we had an eyewitness."

Peter looked incredulously at the new captain. "And you let him get away, again."

"He somehow got forewarned about our detective after him."

Peter raised his voice," You let the killer go away, so easily. Mr. George Stacy had his chance, you have had yours. Now if you can't do it, why not try harder, its your job and you have to do so."

Her eyes lost the warmth and she said sternly," Be quiet, Mr. Parker. We know what we are doing and hopefully he should be caught in a few-"

"Hopefully." Peter repeated.

"If you are only hoping then I don't think it's going to work."

"It's easy to put allegations and another thing to do that kid."

"Fine, then I'll do just that", and then he stormed away, his rage getting the better of him.

"Peter, come back here," Aunt May sobbed.

"It's okay ma'am, give him some time to cool down."

"He isn't like this. He is too soft spoken. But this affected him a lot."

"I understand. Having someone die in your arms is a big blow. But I assure you, we'll have him caught as soon as we can."

* * *

Spider-Man whipped through the air, determination pulsating in his body. He had to find the killer. He just had to.

The police suspected that he was currently hiding somewhere in Brooklyn. Spider-Man reckoned he was biding his time till everything calmed down and the police were off his trail. But he would not be able to escape from him. He was going to bring out the rat from his hidey hole and make him sorry that he decided to steal and kill.

He scoured the area for four days, looking for any kind of trouble. But in the end he was forced to reconsider his strategy. He tapped into his receiver and used his spider sense to find out criminals. During those days, Brooklyn almost became a crime free zone.

_I am not doing this right. I am neglecting so many crimes of NYC, just to concentrate on one area, that too for getting revenge. This will not work…it didn't work when I was new at this. _Spider-Man sat dejectedly on the edge of a building, cursing his 'Parker luck'. That was when he noted a disturbance and swung away to investigate.

"Just give me your car or else…"

"But but…no, please"

"Get out of the car or I'll shoot you." Then the masked man fired into the air.

"Okay...but please don't shoot."

The short middle aged man got out of the car, his legs shaking badly.

"Good for you mister that I only wanted to get away from the city, otherwise you would be going home a robbed man, and maybe a dead man also." He laughed. "Wait." He saw the man's phone dropped on the floor mat. He bent down to pick it up, and saw that a 50 seconds call to 911 was in progress. He snarled and disconnected it, shaking with anger.

"You…. You called them...I am going to kill you you bastard. This will probably knock some sense into people that they should get away while they still can." He pointed his gun at the man as he scrambled backwards trying to escape. He coldly pressed the trigger.

Spider-Man hurried, trying to pinpoint the location of the danger. The first gunshot gave it away. He reached there just in time to see a man cowering on the ground and a masked thug pointing a gun on him from inside the car. _Be quick, Parker._

He pressed hard on his web shooters as a web line snagged onto the back of the fallen man. Then he pulled, putting all his strength in that heave. The man was airborne as he flew towards him. Spider-Man caught him in his right arm, before landing softly on the ground and letting him down. "Don't worry, sir. You will be alright." He saw that the bullet had just grazed the shoulder of the man, and he was bleeding a little. "Now wait sir, this could sting a little bit." He webbed up his shoulder to stop the bleeding, and heard a soft gasp from the man. Then he decided to attend to the masked man but **SPIDER SENSE**

He heard a shot as the thug had apparently decided to take a shot at him before trying to get away in the car. Again time slowed down and Spider-Man decided to leap aside but then he noticed that he was standing in front of the man and his dodging the bullet would lead to the man getting shot. He weighed his options whether trying to pull him away also to safety could be possible. Then his spider sense nudged him as he realized that the shot was fired high in the air. All this happened in a fraction of a second. In the end, he just bent his front and let the bullet pass over him which struck a wall.

Then he saw the carjacker trying to get away as the engine whirred and the car dashed away. He fired a web line and rose high in the air, to chase the car at his maximum swinging speed. The man was surely a good driver, as he took wild turns and drove at a speed which was almost impossible in the city. But still, he had an upper edge in the form of air travel.

Spider-Man urged himself to go faster. When he was on top of the car he dropped freely; and on coming within range he ziplined himself to its roof. The man heard him and shot at the roof. He rolled to avoid the bullets. Then he used his superhuman strength and pulled out the door of the car. He threw it away and grabbing the man by the scruff, pulled him out and jumped high, as the car swerved and hit a wall.

Spider-Man dropped the thug on the ground, heavily webbed. He unmasked the man, to be rewarded with blond hair and same features. He stepped back in surprise, and ripped off the webbing a little to reveal his hand and the star shaped tattoo on his left wrist. The satisfaction he felt was immense, he had the man at his mercy. His revenge could be complete, no one to stop him. Dennis Carradine had played straight into his hands by deciding to run away.

"Please, don't kill me, have mercy."

"Did you show mercy when you killed that old man last month, after looting the shop?"

"He deserved it, that meddling old fool, the s** o* a b**** was trying to get me caught", he said visibly angry.

"Then by your own rules you deserve to die by my hand pal. You interrupted me in my work, that is saving NYC and you have made me really angry."

"I didn't want to do it. I just wanted to get some money and he stopped me so the gun went off by accident. I only wanted to commit a small crime."

"There is no such thing as a small crime", Spider-Man raised his voice, now unable to keep his anger in check. He ignored the man's screams and webbed his mouth. Then he took him to the top of a building and dangled him down.

"An accident, you said. Now this is a real accident. Falling off a roof."

But he stopped himself. It was so easy; he just had to loosen his hold. But he couldn't do it. If he did so, he would be no different from the killer in front of him.

**"****This guy...this guy deserved it."****  
"Did he?"**

**"So all this is about getting even? If so, I guess you must feel pretty good about yourself now, right? Am I right or wrong?"**

No, he couldn't do it. He let out a breathe he had been holding for a long time. Suddenly the sound of police siren brought him back to reality, but in the moment the hand of the man slipped out of his hand and he plummeted downwards.

_Oh God what have I done, no…I have to save him._

He watched as things seemed to go in slow motion, the man falling down, screaming silently; his hand outstretched for help, the star tattoo clearly visible. _This was the hand that murdered…no._

He fired a web line as the fall slowed and the man came to rest a few feet above the ground and bobbed a little. The police cars gathered at the scene and Spider-Man turned away from the roof. He slipped away, unnoticed by the police but he did not want to be noticed by them. They seemed to hold a grudge, as he was beating them in their line of job.

Not realizing that tears had come to his eyes, he swung away, the loss of Uncle Ben surfacing and hitting him hard again; but he felt satisfied that he had done the right thing. _Uncle Ben, thank you for everything you've taught me._

* * *

**End of Chapter-2**

**(A/N): ****Thanks for reading. Please take an extra few moments to review if you liked the chapter. All suggestions are welcome. You can also PM me and I'll get back to you as soon as possible.**

* * *

Next Up, on The Amazing Spider-Man: Team Up-

Peter tries his luck at photography to find a job. Rise of a new enemy. The Avengers are advised to stay on a daily alert basis by Director Fury


	3. The Avengers Reassemble

****Previously, on The Amazing Spider-Man: Team Up-

Spider-Man comes to an agreement of sorts with Director Fury, and finally manages to track down the killer of Uncle Ben. In a moment of weakness, he was about to kill him, but his morals stop him from doing so.

* * *

**The Amazing Spider-Man: Team Up**

**Disclaimer: I don't own any of the characters. All rights go to Marvel.**

* * *

**Chapter-3**

**The Avengers Reassemble**

* * *

**Location: Avengers Mansion, Stark Tower**

Steve Rogers was not having a good day. Although most of his days now-a-days were either bad or okay. After the Chitauri war there was nothing left for him to distract him away from the gaping hole in his past. He daily spent many hours thinking whether he should contact Peggy and meet her again. But he was not sure if he could bring himself to do that. It would be another reminder, of the past that he was no longer a part of; he had left all of it behind when he decided to crash Schmidt's aircraft. But it was certainly not enough to stop him from meeting her.

His thoughts were cut short as Nick Fury entered his room, looking sullen.

"Rogers, tell Banner to meet me here. I have also called Romanoff and Barton."

"Uh sure, but what happened? Is there any problem?"

"Not a problem, exactly. Just a normal meeting."

"Okay I will get Bruce."

They silently waited for the Director to say something. Tony was not present as he had gone off for a business trip and was not supposed to return for two weeks. Thor had yet to come back from Asgard. They didn't have any news of Loki or his punishment either.

"Two individuals have come up on S.H.I.E.L.D'S radar and they both are potentially dangerous."

Steve was not surprised. In this world of gods and superhumans, this was not a new development.

"You have already heard about Spider-Man."

Yes he knew very well. He even felt slightly guilty for not going there and helping him out with the Lizard. But that was past, and he was very impressed when Fury had told him he was just a teenager.

"For some reason, this guy doesn't want to reveal his identity to us. But I am going to find out who he is. I also want you people to regroup and try to gain his trust. When I find out who he is, I am going to have Stark offer him an internship or something. But before that, get hold of the man with the mask, not the man inside it."

Steve could not blame the kid for not wanting to reveal his identity. He was unhappy when Fury had told them they had ambushed and captured him, and tried to force him to join.

"But how? I don't think he is going to trust us. Not after I shot arrows at him." Clint stated calmly.

"I know, but at least you can try. Rogers I think you should take this forward. Everyone respects you."

"They would respect you if you don't lie to them." That shut Fury up.

"Guys, I guess this can be taken care of without me. So I'll just be in my room,-"Bruce said sheepishly.

"No, Banner. Why do you always think you should not get involved? This isn't about the Hulk. The real Bruce needs to see this through." Fury said sagely.

Suddenly Natasha spoke up, who had been quiet for a long time." I don't think any of this will work. He is determined. He never listened to me attentively."

"He would have if you had not tried to kick him into accepting." Clint mocked.

Natasha glared at him, but said nothing.

Steve was tired of S.H.I.E.L.D'S policies so he knew nothing he said could change their way of approach. So he decided to change the topic.

"What about this other guy, Director?"

"Ah, he is the real trouble. He is a guy named Max Dillon. He was an electrician or something like that. During the Chitauri invasion he was repairing something on an electric pole. Then they fire on him and a freak accident occurs; Max is hit by electricity. And now we know that he has electric powers. Calls himself the Electro."

Steve tried to digest this. Another guy with an accident."So why is this guy a problem?"

"Apparently he was not in control of his powers earlier so he has been stealing equipment made by Stark industries. We tried to confront him but he always gave us the slip. The real problem started when last week he killed a man, blasting him straight through the chest. And to top that, we have registered energy signatures associated with him after his killing show. Those energy patterns are definitely not from earth."

The silence between them said it all.

"One more Asgardian to deal with?" Steve asked.

"No, it is safe to assume that no Asgardian will do so, unless Loki has come back."

"But we can't confirm this until Thor comes back." Natasha added, looking doubtful.

"So…it this Electro guy, you know…trouble?" Bruce asked, with a curious look.

"Yes of course he's trouble. He can shut the whole city's power any time, if he puts in all his effort."

Clint said, "So one more bad guy, and one good guy probably. We're still on the stronger side." He said it lightly but that broke the tension.

Then J.A.R.V.I.S interrupted, his cool voice echoing over the room. "Sir, should I contact Mr. Stark and inform him about the meeting?"

"Yes, please do that. I don't want him bugging me." Steve answered, and wondered how in the world Stark had managed to put politeness into his A.I.

* * *

A few weeks later

Peter woke up in the morning, well rested than he ever had been in the past two months. He didn't get up though, and kept thinking about the past few weeks. He had started to go to ESU, and he was enjoying his time there. He had made new friends, and had gotten close to Harry OsBorn. He helped him do his work and also kept bullies away from him. He put in an extra effort because he didn't want him to be left alone and think about his father's condition. He was even sorrier when Harry told him that his father didn't care for him and only thought of him as a failure. He also gotten a new friend in Mary Jane Watson, a red haired pretty girl who also was happy to get Peter's help in studies. The four of them, including Gwen formed a sort of group. He didn't like the word 'quartet', so he never used that word to describe his friends and himself.

He was happy to have such good friends.

He went down the stairs, and his happiness decreased a little bit when he saw Aunt May looking worried.

"Morning, Aunt May. What happened?"

She quickly put on a smile and said," Nothing dear, just lost in thoughts."

"Have your breakfast." she added quickly," I have to go to the hospital today as I volunteered for helping."

"Sure, um, do you want my help in anything?"

"No no, not at all. Just remember to clean your room."

Peter felt amused and then he kissed her goodbye. He didn't want to think what kind of fit Aunt May would put herself into if she ever got into his room. He turned to put his plates in the kitchen sink, when a paper poking out of a drawer caught his eye.

The drawer looked as if it had been closed hastily. He opened it and pulled out the paper to see some kind of bill. He rummaged further and found many of those papers. He mentally calculated the overall expenditure and was not at all happy with the conclusion. He figured out Aunt May's monthly income was not enough to keep things going after this month.

'_What a stupid idiot I am. How did I never notice it? Why did she hide this from me? I could have helped her.'_

Peter stood deep in thought for a while. He decided to find a job. But how and which one, he had no idea.

He mentioned it to his friends. Harry said, "You could go for professional photography, Peter. I have seen your pictures. They are really good."

MJ supported the idea, stating," Of course, there are so many newspapers you could join."

Gwen suddenly got excited and said," Yes Peter. You should do just that. I think you should join the Daily Bugle." Putting the newspaper in front of him, she gave her a knowing look. Peter took it to read the front page headline:

**SPIDER-MAN: HERO OR MASKED MENACE**

Below that, an ad was also given: **Cash reward for anyone who could provide a picture of Spider-Man.**

Peter took a long look at the advertisement. This was a great opportunity. And to think that his reward was because of himself. He looked up to see his friends giving him a curious look. Then he realized that it was because of a huge grin that had formed on his face. He removed it quickly and replied in an offhand way," Yep sure, I'll go to their office tomorrow."

* * *

Peter put on his mask and looked at the automatic camera in his hand. He had tried to take pictures of Lizard and show it to Captain Stacy but his brilliant idea had failed miserably. Now he hoped for a better result. He webbed the camera to a wall, high up on a building and swung in front of it, showing his acrobatics and showing off a little. All the time he thought that he could become his own personal photographer and was very amused by the knowledge. When he was satisfied with the pictures, he edited them a little and decided that they were brilliant.

"Rubbish, crap, useless, bad lighting, oh and his face looks a little lopsided and his back is bent."

Peter stood in the office of Daily Bugle, tired of hearing the every possible reason his pictures were bad. He felt revolted by J Jonah Jameson, the editor of Daily Bugle and wanted to hit him for thinking that Spider-Man was just a masked oddball, that was up to no good and that he would have been imprisoned for 20 years if he was the judge.

Suddenly the door of the office opened and another man came in, who introduced himself as Joseph 'Robbie' Robertson. He said," Don't mind Jonah. He is a little edgy when it comes to Spider-Man.."

"Edgy…I'll show you edgy Robbie. That man is a clever criminal I tell you, a menace to the city."

Peter decided to intervene and said," Sir, what about my photos?"

"Oh yes, these half decent shots. You need a lot of practice, boy. I'll give you one fifty for all of these."

Peter was dazed. 150$ was a lot, but JJJ mistook his silence for a business maneuver and added," Ok take three hundred. But that's the end of it."

"Take this cheque and give it to my secretary. Now if you have nothing else to say then get the hell out of here."

Peter took the cheque and left the office. Robbie clapped him on the back and said," Nice photos Parker. Get some more." Peter nodded and gave the cheque to a cute looking dark haired girl, and left the office happily but then he remembered he had wanted to get a job. He went back and knocked on the office door.

"What is it Parker? Can't you see I'm a busy man?"

"Uh, sir, I want a job."

"You get photos and I'll buy them. Freelancer is a good enough job for someone your age."

"But I could use some work Mr. Jameson, do you have any assignments for me?"

"Assignments…."Jameson spluttered." Do I look like a high school teacher to you Parker? A photographer should have **initiative**, Parker. You hear me? Initiative. You go out there, and get worthy pictures. Photographers these days have got no…. - **SPIDER-SENSE**

_'My spider sense couldn't be warning me about Jameson's nauseating cologne. What is it then?'_

Jameson's rant was cut in short as a blast shattered the window behind Jameson's desk, and pieces of glass flew all around as Peter dragged him out of harm's way.

"What the bloody hell was that all about..?"

Suddenly a man with a yellow mask and green-yellow costume entered the office flying on what seemed to be some kind of electrical power.

"JAMESON-"

"Now what kind of freak are you? Who are you? Hey"

The man grabbed Jameson and looked at him viciously. Peter started edging towards the door when the man snarled," Don't..Even..Think about it."

Then he turned his attention back to Jameson and flashes a murderous smile." You might be wondering what I am doing here. Let me remove your doubts."

"I am, the great Electro, and I am assuming control over whole of NYC. I came here because I wanted your pathetic rag of a newspaper to be the first to know this. I should be on the front page, and you will put a good enough picture of me there."

Peter snorted, this guy had popularity issues.

"Now when Spider-Man comes to stop me, which I'm sure he will; I shall fry him and you will be the first to print that news. Understand? Good, now I will leave you to do your work."

Electro sort of charged himself and hovered out of the office, then shot away like a lightning bolt. Peter shook his head, enough of the electrical analogy.

"Well what are you waiting for Parker? Go and see what he does. Bring me pictures."

"I guess that's an assignment Mr. JJJ?"

"YES, now go before I decide on someone else to do this. I am sure Spider-Man is in league with the criminal. They both are working together to sabotage the city's security. I tell you, he is a really clever criminal, he is a-"

Peter stormed out of the office, anger coursing through his veins. For once he was determined to prove this man wrong. He always wondered what was the cause of so much negative publicity for Spider-Man. Now he knew the answer very well, and had no idea why JJJ despised Spider-Man. But now, Electro was the more important matter at hand.

* * *

Spider-Man whipped through the air, his thoughts focused on getting to Electro. Finding him turned out to be an easy job, with Electro not realizing that Peter Parker had managed to put a spider tracer on him. But it was still easy even without it as Electro was making a great show of his power wherever he went and now he could see lightning in the distance. He increased his speed, thinking how he would manage to injure him without touching the guy.

When he reached the location of Electro's latest show of his power, he saw that he had gotten a tv reporter to have him broadcast live on television. '_This man really needs to put a resistor on himself. Oh God again the analogy.'_

"New Yorkers, bow to the mighty Electro. Otherwise it will be lights out for you."

Spider-Man shot through the air and landed a powerful web strike on him, then punching his face with all he was worth." It's funny dude, I was gonna say the same thing to you."

Electro jumped back, confused and then gathered his power. Spider-Man had a split second warning from his spider sense before he leapt out of the way of a lightning bolt.

_'Oh great now he is all charged up and if I touch him I'll be spider ash. What to do?'_

* * *

Back at the Avengers Mansion, Steve Rogers saw the news and prepared himself for the fight. S.H.I.E.L.D had informed him that others were caught up somewhere and it was now only up to him to stop the guy. He told J.A.R.V.I.S to tell Stark to get there as soon as possible. They didn't have Thor; otherwise he would have made short work of the lightning freak. Also, he didn't have an electric proof suit of armor so he needed Stark to provide backup.

* * *

Spider-Man dodged bolt after bolt as Electro refused to give him a chance to get a strike in. Then he paused and focused, as if building for an attack. His spider sense went crazy as he realized that if he remained in contact with earth he would be electrocuted.

He kicked hard on the ground and web zipped away from Electro, desperately trying to stay airborne. That saved him and made Electro even more irritated. He shouted some choice words at Spider-Man and then several lightning bolts streaked everywhere, making escape impossible for Spider-Man. When Spider-Man found escape impossible tried to get in enough distance so as to web him. He decided to use a new trick and rolled his wrists while pressing the web shooters for short bursts, firing web balls at Electro. He got hit by a few, and then burnt the rest of them. Spider-Man realized he had to pull this off by using his brains, but there was nothing he could do in an open area. Then suddenly a shield came from nowhere and hit Electro. Spider-Man turned to see Captain America land besides him, jumping from a police chopper.

"Captain…America?"

"Yeah, need a hand?"

Spider-Man looked upwards to see the police chopper hovering around, a loud voice booming overhead." Whoever you are… put your hands above your head and surrender."

Electro definitely didn't look in the mood to surrender and he blasted the chopper with lightning. The chopper crashed on the ground, but thankfully the it was flying low so the people inside it were not injured heavily. Spider-Man and Captain America dashed towards it and pulled the policemen out before the chopper caught fire.

"Cap, is your shield resistant to electricity?"

"Yes, I think so. Why?"

"Then we need to make a plan. You must get close to him, get in a few strikes. Then I will try to web him and finish it."

"Okay."

They both ran to face Electro, Cap leading. Electro fired more electrical blasts but the shield absorbed them all. If Electro was shocked by this, he didn't show it and simply tried to find an opening through the defense of Cap. As for Spider-Man, he used his extreme agility to dodge all the blasts Electro threw at him. Captain America struck electro with his shield, then punched him with enough force to send him flying. Spider-Man quickly swooped in and hit him before he could recover. But then his spider sense tingled and he zipped back, away from him as Electro released an electric charge more than enough to kill him. He got on his feet, shaking slightly, definitely not in the mood to surrender. They took the fight to the next level, working out a strategy to strike immediately after he attacked, when he was not charged. Then police sirens blared as NYPD cars arrived on the scene. Electro was looking tired and his movements were getting slow. Spider-Man mocked him," What happened, Sparky? Battery down? Go and find a socket."

Electro looked downright murderous, but had apparently decided to escape. Spider-Man realized this and jumped, trying to web strike him. But he forgot that Electro was charged up at the moment. A loud "NOOOO" from Cap made him realise his mistake but it was too late to stop. Then suddenly Electro's eyes flashed blue, but he didn't have time to dwell on that. The pain that flooded through his body was so intense that he lost all sense of reality for a moment. His breath became short and rapid, and he forced himself to jump and break contact. He fell, smoke curling off his body, his mind numbed with pain. Electro blasted off the ground and flew away on a lightning bolt.

Spider-Man was only aware of his surroundings as he blacked out, feeling the strong arms of Captain America lift him up; he crossed into oblivion, and the curtain of life almost fell.

* * *

He was on a bed, a really expensive bed he felt. The first noise he hears was of argument outside the room he realized he was in.

"Where had you been? What took you so long, Stark? The boy almost died."

"Hey, it's not my fault that a certain one eyed director wanted to lecture me about Spider-Man. I tried to come ASAP."

"What the heck is that supposed to mean?"

"As soon as possible, Captain. I thought you had caught up with internet slang."

"Oh you disgust me. It's a miracle Spider-Man survived, his heart almost stopped functioning."

Spider-Man tried to digest this. He almost died today. A nice memory. Suddenly Cap and oh God, Mr. Tony Stark entered the room. Both of his idols in one room, fighting over him. He felt like a child whose dream was fulfilled. Then consciously his hand went up to his face and he was relieved to find the mask there.

"Are you okay, Spidey? If I may be allowed to give nicknames. Cap here doesn't like me giving nicknames."

"Yes, spidey…it's a good name. It sort of fits."

"Ah, look at that Steve the kid likes my nicknames."

Cap only rolled his eyes at his childishness. He decided it was safe to ask," Are you okay? You scared me."

"Yes Captain. I heal pretty fast."

Cap gave a non-committal grunt." The policemen were pretty keen on arresting you for questioning, but I waved them off and told them it was beyond their jurisdiction. Then finally, Mr. Iron Man arrives on the scene and we are able to get you away from them."

Spider-Man muttered,"Thanks, Captain, Mr. Stark."

Tony replied quickly," Please call me Tony, Mr. Stark is all too formal and boring."

Suddenly the cool voice of J.A.R.V.I.S echoed," Sir, do you want water? I can detect your heart beat being a little higher than normal."

Spider-Man looked around, bewildered." Is there a British guy hiding somewhere?"

Tony smirked, and replied," No, that's my A.I. I have named it J.A.R.V.I.S. Just A Rather Very Intelligent System."

"Cool, I've read all your works on robotics and computer engineering. I felt it was great, but this is epic."

"Oh you have not seen a fraction of my awesomeness, Mr…?

"Call me Spider-Man. My identity will remain a secret and if Fury thinks he may use you to get my identity then tell him to forget about it."

Tony seemed intrigued, and then suddenly started laughing." Oh My God, I've never seen someone speak so directly about Fury. Not even I with all my sarcasm could say anything to Fury when I met him first. But you win this one kid. Telling Fury off is one of my life ambitions. See Steve, even a teenager saw through his really bad poker face. What took you so long to realize it?"

Steve only glared at Tony.

"The question is not that Tony. The question is that whether Spider-Man is alright and we have you to thank for this question."

"Don't give me that. I thought you had finally started liking me."

"God Stark you're hopeless. How does Ms Potts keep up with you?"

"Sir, it's mostly me who has to keep up with him."J.A.R.V.I.S asserted. Spider-Man snorted. The A.I had a sense of humor.

He decided to end the argument, and said, "I'm alright Mr. Captain America. As I said, I heal fast. And I need to get back to my home. Where am I, by the way?

"Stark Tower. And you can call me Steve."

"Oh really! I never thought I could be sitting in Stark Tower one day. It's brilliantly engineered."

"Yeah, it's amazing I know that. I dedicated it to the Avengers after the war and added a few floors for everyone. But apparently some people seem to think it's just another big ugly building in New York." Tony explained happily, with a glance towards Steve.

"Where are the others? Other Avengers?"

"Oh Bruce is in his room, I'll get him. You have met the Black Widow. She and Hawkeye are on a mission currently, and Thor, well…he is somewhere in his 'realm'.

"Isn't he a god?"

"God, as in capital G?"

"Oh leave the theology out of this please."

Bruce also came to meet Spider-Man after that. Spider-Man couldn't help feeling impressed by all of them. They were so, normal; unlike him who had to struggle for his life every day. But then he realized that they all had something in common. They had to sacrifice something. Spider-Man always felt that to maintain balance some unearthly power always evened the odds by sacrifices. Tony didn't have a proper heart. Steve lost his old life and acquaintances, Bruce lost his proper thinking as the Hulk; they all were ready to give up their powers because the catch that came with it was too high.

* * *

Spider-Man noticed that Steve always kept himself out of the conversation. He concluded that the man felt as an outsider, not being of the present world. He decided to break his shackles and get him to open. He asked softly," Did you respect your friends in the past, Steve Rogers?"

The sudden question caught him unawares and he looked shocked. "Yes, I always did. "He murmured.

"Then stop feeling bad about your past. You have got a second chance here, and none of your friends would want you to go in a nutshell like this. They would want to see Captain America leading the charge, as he did in the past. If this helps, you should ask yourself if it was any of yours or their choices that came to this. You will get the answer as No. Stop feeling bad about this, you have got wonderful friends here."

Tony and Bruce were awed by how Spider-Man was able to read Steve so easily. They had sensed it also but they were more surprised by the fact that he had gotten to Steve, like no one did.

"It's just that…now I feel like I have nothing to do here. My…friend, Peggy, said something similar to me…when I lost my best friend...I never went to that dance with her." He was lost in memories.

"Is she alive?"

"Yes, I thought of meeting her, but I cannot bring myself to."

"Go and meet her Captain."

"I will…I will try."

Tony continued to give Spider-Man a tour of Avengers Mansion, along with a volley of questions like," You can grip any surface? Is this web natural, or artificial? Are you a mutant?"

Spider-Man had his own set of questions to ask the genius billionaire but Tony was not giving him a chance to ask. Then he cut him off by asking," What's the time?"

J.A.R.V.I.S stated," It's 6:30 PM, sir."

"Oh no I've to get back home."

"Ohk, worrying parents?"

"I don't have parents…hey, where is my phone?"

Spider-Man was afraid his identity had been compromised after all. But then Steve held out his hand and gave it to him."I took it; I knew you didn't want to reveal your identity. So I had to get it away from a hacker thief here."

Tony wiggled his eyebrows and pouted,"Hey, I am just a curious man. Is that wrong?"

Spider-Man retorted," Curiosity killed the cat, Tony."

"But I'm not a cat; I'm a genius playboy billionaire philanthropist."

They went out on the balcony and Spider-Man jumped on the wall, ready to swing away. Then he turned and said," Thanks, for everything. And for not trying to uncover my identity. I could use some help from you guys."

They waved him good bye, but Spider-Man slowly turned around and asserted," That time, when we were fighting Electro...his eyes glowed blue for a second. Any idea about that?"

The troubled look on their faces tol him it was not something good. "Anyways, I have to make my webbing non-conductive. That electrical joker will regret crossing my path." Then he chuckled and swung away.

It was Bruce who broke the silence."Fury was right. Someone is manipulating Electro. Someone other than an Asgardian. As his eyes are not blue all the time like Hawkeye; it's certain that he is not controlled by someone, but maybe subtle manipulation is the case."

Tony looked worried and said," We can't do anything about it now. Maybe when we catch him, or he does, we will get the answer."

Then they looked at Spider-Man in the distance, swinging away back to his other life.

Then Tony piped up," He said he had no parents."

Steve sighed," I hope he doesn't get into trouble. We should have been there to help him with the Lizard also. Why do we only step in when the problem is uncontrollable? Why don't we try to put a complete stop to the crime in the city?"

Tony had no answer to that.

* * *

**End of Chapter-3**

**(A/N): ****Thanks for reading. Please take an extra few moments to review if you liked the chapter. All suggestions are welcome. You can also PM me and I'll get back to you as soon as possible.**

* * *

Next Up, on The Amazing Spider-Man: Team Up-

It's Spidey v/s Electro...nuff said.


	4. Lights Out

**The Amazing Spider-Man: Team Up**

**Disclaimer: I don't own any of the characters. All rights go to Marvel.**

* * *

**Chapter-4**

**Lights Out**

* * *

Peter let out a frustrated sigh. He'd been forced to give up his idea of non-conductive webbing for the time being. He had tried it 9 times, and every time a negative property surfaced in his webbing. Its fluidity decreased, or the tensile strength was reduced, or the elasticity factor came down heavily; but Peter kept trying. When he was not able to reduce its conductivity, he decided to try and increase its resistivity.

He closed his eyes and relaxed, his mind wavering on how easily Electro was able to defeat him. He was lucky he'd only been knocked out, and not killed. He heard Aunt May return, and went down the stairs to witness the priceless look on her face when she saw that the bills had been paid. The reaction was as astonishing as he had thought to be.

She looked up, her eyes wide with happiness, but also filled with doubt." Peter, you…you paid them?"

"Yes."

"How?"

"I decided to earn and help you. I am a freelance photographer at the Daily Bugle now."

She appeared flabbergasted by this news."But why, Peter? You shouldn't have."

"I did it because I wanted to do it. It's time I started supporting you. I'm not a small boy anymore, Aunt May. I want to help you."

She wanted to say something, but then resigned to his determined face, and replied sternly," Your age is for studying Peter, not for running here and there taking pictures for a newspaper. You are a freelancer, that's okay. But it should remain at that only. No job. Understand?"

"Ok."  
Peter smiled, glad that everything went better than expected.

* * *

He later turned up outside Gwen's window and tapped at the glass. The curtains were pulled open so quickly that he was surprised beyond measure. He saw her facial expression turn to one of relief, happiness and then anger.

"Peter Parker. Answers. Now."

"Ok ok let me come in first." He chuckled and entered her room. It looked the same, nothing had changed except the fact that now he didn't have to hide from her father. He pulled his mask up, and noticed that she was searching for news on Spider-Man on the internet.

Her face again flew through many emotions and she looked longingly at him, as if she feared she would lose her forever. Then again her anger flared. He flinched when she slapped him.

"Never, ever do that to me again." Then she hugged him and sobbed hard.

"Gwen…" he croaked.

"I was so worried. I thought you died. The news, they said you were apparently dead after being shocked and Captain America took you away.-"

"Gwen, I am not dead. I can't die…so easily, and uh, leave you alone." He knew he sounded lame, but he was not good at comfort talk. And he certainly did not know any pick up line for this situation.

"You didn't answer your phone, and I was so worried...-"

"Gwen, look at me."

She stared at him, and he held her firmly and said," I promise you I am not going to act rash, but this is my duty. I cannot rest when there are idiots like Electro around. I just...want you to know, that I care, and you can be mad at me, but I still love you-"

"I already know that, but promise me that you'll not disappear suddenly."

"I promise that, and just in case I do, I will always come back."

She wiped her tears and managed to smile. "So…"

"Well…"

They stood there, facing each other for an eternity, and then Gwen decided to continue the conversation.

"I guess you're going to go after this Electro guy?"

"Yes."

"So you are going to jump out there, without any preparation, like the whole Lizard incident, again?"

"No, "he protested."I have decided to take precautions. I am trying to modify my webbing to have high resistance to electricity. But it's not working so far." He finished softly.

"Why?"

"Anything I add alters the positives of my webbing."

"Then add something that doesn't react with the mixture. Only makes it non-conductive."

"Like…polymers or something?"

"Yes, any organic compound similar to your webbing's structure should work I guess."

"Why didn't I think of that...thanks a lot Gwen."

She muttered a weak response and motioned for him to sit. It was then that Peter realized they were still standing, their faces inches apart. He felt his face grow hot as the guilt rose in his chest again, and he turned away. Why was he unable to keep a simple promise? Simple, his words sounded stupid in his own mind. Definitely it was a arduous task for him. She seemed to sense his thoughts.

"You know, this is a small form of survivor's guilt."

"Wh-what?"

"You feel guilty because you think it was your fault. Stop blaming yourself Peter. You talk like you've got the responsibility of the whole world on your shoulders. Everyone has a choice. My dad chose to do his duty. Is that your fault?"

"But I gave the equation to Connors. I made him into the Lizard and destroyed his life also."

"You were trying to cure handicaps Peter. Is that an offense?"

"No, but still..."

"Your father made the equation. If it had some flaw, he knew it and stopped his experiments. You had no idea that it might be wrong. Now is this your fault, not knowing? You are not God."

Peter tried to say something, but nothing came out. Gwen had silenced him with her arguments, and he could only gape at her like an idiot. She smirked, & then playfully said," You look cute like this."

He shut his mouth and tried to lash out with a brilliant counter-argument, but he realized he didn't have any. Gwen had finally gotten through and made him see reason. He sat there, in silence, holding Gwen's hand while she continued to watch him intently. Then he whispered," Sorry about all of this Gwen. About everything. This should never have happened.

But I promise, no matter what the situation be, I'll always return to you. And no spider powers are going to stop me.."

She raised an eyebrow," Again sorry?"

"I'm sorry...no I mean I'm not."

They both laughed and all thoughts of worry were dismissed from his mind. It was so easy; he felt contentment being with Gwen. It was as if all of troubles of his life were muted.

"I wonder why all the men in my life live dangerous lives Peter."

"All the men?" he taunted,"Don't you mean two?"

"Yes...of course I mean two. It's up-to you that it doesn't come to three."

He nodded, grinning. He wanted to sit like this all evening with her. But unfortunately, a pressing matter still remained. The non-conductive webbing. And. Electro.

* * *

Next morning:

Spider-Man tapped furiously at his receiver. He was unable to get a signal from his spider tracer which he had planted on Electro. He formed a theory that the tracer short circuited due to Electro's power. But if that was the case, his spider sense would have been able to pick it. He put the tracer back in his utility belt and decided to head back to his home.

His new webbing was working well so far, having retained the aspects of previous webbing. The only thing that could go wrong was the amount. He had made only four cartridges of the non-conductive webbing. So if worse came to worst, he would run out of non-conductive webbing and become a sitting duck to his electrical attacks in the midst of the fight. But he couldn't let that happen. He'd to take him down quickly, and not let the fight stretch for too much long.

_'But last time he looked tired after using all that power. Maybe I should do that only, try to incapacitate him and if it doesn't work, try to just dodge and let him drain himself.'_

He zip lined to a building top and became alert. His spider sense had suddenly nudged him and he knew that the tracer was in 100 yards range of him. He had to be ready when Electro attacked. Seconds ticked by as his spider sense started tingling, and he flipped around and searched everywhere for a sign of the threat. _'Wants to make a dramatic entrance. Sure...don't give me time to set my automatic camera..."  
_

A flash of yellow, and at once he pressed hard on his web shooters. But Electro moved with lightning speed. '_I need to develop my vocabulary.'_

He had forgotten to take into account the pressure of his web shooters. That was where he had made a deadly mistake. Electro moved way too fast for his web shooters. He rode on a lightning bolt, and for some reason had not attacked him so far. He eyed the yellow-green clad super villain as he landed on the roof and flashed his maniacal smile.

"Hope you're having an electrifying day so far, Spider-Man."

"Pun intended?"

"Oh no, not at all. I have come here with a proposal for you."

"Rejected."

"Still got the attitude, even after being blasted away?"

Spider-Man suddenly noticed his eyes flash blue and suddenly Electro calmed down.

"Who are you working for, Electro? Who is controlling you?"

He got the reaction he wanted. He wanted his opponent so vexed that blunders could be forced out of him. Electro immediately looked ready to kill and shouted," No one controls me, you blithering idiot! The only reason I am tolerating you is because he seems to think you could be a valuable asset."

"Yes, so this 'he', who is this person? You seem pretty much a petty pawn for him, considering that he's sending you to do his dirty work."

Electro sparked, literally but he looked confused also. He seemed to be engaged in some sort of war within himself and his eyes flashed blue again. Then he yelled," No one controls Electro." And then he sent an electric blast at him.

Spider-Man simply dodged it and stated," Who are you trying to convince, me or your lord and master?"

The villain finally lost control and executed his most powerful attack. The atmosphere around them became electric and Spider-Man was left with no room for attacking. He yelled hard at him," Nice job, Electro. Tell him who the boss is."

Electro looked surprised for a second and he lost his concentration. That second was all Spider-Man needed. In a brisk motion he fired two web lines at Electro, both of which connected and he pulled hard and kicked him in his chest. Then before he could recover, he lashed out with a flurry of punches to make him woozy.

**SPIDER-SENSE**

_'Not Again.'_

Spider-Man somersaulted back in the air and zipped away from his opponent before he could charge himself up. Suddenly something caught his attention. The lightning rod.

_'How was I so ignorant to not notice this simple fact...!'_

Spider-Man fished out a normal web cartridge from his utility belt, aware of the fact that Electro was up on his feet. He jumped away from his position to avoid a nasty electric charge and zip lined to the lightning rod. Grabbing it, he flipped around and shot a web line at Electro. He flashed away. Spider-Man cursed silently and tried to come up with a backup plan. Electro hovered over his head, a grim smile on his lips.

"Die, Spider-Man."

It was then that Spider-Man realized that Electro had played into his hands. He mocked," Use all your power, Electro, if you have any."

He kicked away from the lightning rod at just the right moment. Electro released a huge charge and he flailed in the air to get away as far as possible from it. He still landed on his toes, and turned around to see all the current flowing down the lightning rod. Electro realized his error too late. When he stopped, he had hardly enough voltage to propel himself. He leaned, and hovered down slowly.

Spider-Man assumed correctly that he was trying to concentrate enough charge into him to escape. But he didn't want to repeat the incident at his previous escapade, so he stayed back and released non-conductive webbing from his left shooter to bind him. But Electro leapt away, and dropped down the side of the building.

Spider-Man dashed to the edge of the roof and peered down, but he saw nothing except a flash to tell him that Electro was gone. He slammed his fist on the boundary of the wall, furious that he had gotten away, yet again.

_'Great. Just great. Now I've made him angrier and helped him break the control of whoever was keeping his lunacy at check. Now he'll again try to take control of the city. Nice work, Peter Parker.'_

* * *

**Location: S.H.I.E.L.D Helicarrier**

"Sir, we've registered high amounts of radiation in at the location of the mental asylum, where Connors is imprisoned."

"Nature?"

"The wave pattern looks like that of cosmic radiation."

"Cosmic Energy. Stark told me he was still a few months away from being able to harness it. This means our suspicion of extra terrestrial activity is correct. No one on Earth can even understand it, let alone use it."

Nick Fury contemplated about the matter at hand. This certainly ringed alarm bells in his mind. An alien appears, goes to Connors of all people. This was definitely not good. "Agent Hill, get everything out of the staff at the asylum. I want the information before something happens."

"Yes, sir."

* * *

**Location: New York**

Day turned into afternoon and afternoon blended into evening, but Spider-Man was still running on a wild goose chase. He thought himself to be crazy, trying to find a lightning freak in a city full of millions of people. He perched in his favorite position on top of a tower, looking down at the tiny people who had no idea about him being there. He was surprised that so less people looked up in NYC.

He forced himself to reconsider his strategy. Where would an electrically powered jerk go if he wanted to charge his battery and take over the city? Duh, a power plant. But there must be dozens of them, and so far he'd looked in three only. He hoped against hope that somehow he would come in 100 yds radius of the feebly working tracer. But then his mind spouted the fact that the probability of it was 0.000026.

He inwardly groaned, suddenly remembering an important point that this was the only period of time when he could make short work of the freak. If he charged up again, there might be little problems.

**"GREETINGS, NEW YORKERS-"**

Spider-Man started on hearing the voice of Electro, amplified to the point that it hurt. He whipped around, ready to strike but relaxed when he noticed that his spider-sense had not tingled. Then he noticed Electro's ugly face on a giant television screen across the street.

He swung towards it and landed on the screen, trying to get full details of the place from where it was being broadcast..

"For those who don't know, I am the Electro. You all should know, that a few moments ago I've taken control over one of the biggest power plants of the city. If I choose to, I can set up a massive surge of electricity so powerful that it'll fry all electrical appliances over a huge part of the city, and plunge all of you into misery.

The reason I'm doing this, is because I want the city to know that Electro is not the one to be taken lightly.

**SPIDER-MAN**, if you don't show up here in the next ten minutes, the people of this city will have you to thank for his woes."

Then the screen flickered and was replaced by an advertisement.

"Wait,...you didn't tell me which power plant..."

_'I am shouting at a giant screen. Not my best day.'_

Then he looked down to see hundreds of people looking upwards. He could feel their gaze boring in him. Then someone from the crowd shouted,"Hey! You heard the dude. Now get'cher butt over there fast ya bum."

"Uh-huh, thanks for all the love and support." He fired a web line and swung away.

_'Clearly he doesn't want me to come up with a plan. But which power plant? How many power plants are situated in such a place where he could easily get a reporter?_

_Maybe I should get help from the Avengers. But I don't have time...wait I know where he is. And it's close enough for me to reach in a few minutes.'_

He almost flew across the air at his top speed, swinging as fast as he could.

* * *

**Location: S.H.I.E.L.D Helicarrier**

Nick Fury went through all the relevant security tapes. The man he had his eye on was hidden beyond recognition. They had questioned Connors and he only replied that he had Peter Parker's best interests at heart. Parker. It was another name Fury didn't want to deal with at the present moment. The Parkers were past, and he didn't want to intrude in the life of their son Peter. But the evidence in Lizard incident clearly said that Richard Parker's formula was given to Connors by Peter. The Parker boy was already gathering trouble. And apparently he'd started to get pictures of Spider-Man for the Daily Bugle.

He was speculating the matter over when Maria Hill showed up.

"Sir, Connors identified him. That lightning...Electro was there."

"Electro with an unknown alien threat. Great. I want this Max Dillon captured as soon as possible.-"

"Sir, Electro has threatened to overload half of New York's electrical appliances on live tv. He has challenged Spider-Man to come there in ten minutes."

"WHEN?!"

"Just now. A few seconds ago."

"That charged up little-"

"Sir, Spider-Man was involved in a fight with Electro this morning also."

"Great. The kid pissed him off. Now we can just hope Spider-Man reaches in time to stop this threat. But still, we have about 8-9 minutes. Stark can get there if he gears up quickly. "

* * *

**Location: New York**

Spider-Man turned up outside a huge and scary looking power plant. He took a long breath. He'd to be stealthy. He couldn't let Electro plunge New York into darkness. He made his way inside the building, mostly staying inside the shadows.

He checked his web shooters. He was running low and he changed cartridges, replacing the used ones with the non-conductive ones. His earlier plan to drain Electro wouldn't work here, with a huge source of energy right there to charge him up.

He crawled on the ceiling and his spider sense alerted him to the danger at the center of the building. Just then, he heard muffled noises originating from a 'staff personnel only' kind of room. He dropped on the floor, and tip-toed to the door. It looked sealed up, the metal melting and jamming it.

He took a few steps back, and then slammed a kick on the door. It fell inside, and Spider-Man smiled within the mask, having never gotten the chance to break doors. This was a nice start.

He looked around and immediately a man jumped waving a huge waving some sort of stick over his head, evidently aiming for his head. Then realizing who he was, he lowered it.

"Sorry, I thought you were that Electro guy."

"Who are you, ok lemme guess; you're the TV reporter Electro picked off to broadcast his demands"

"You don't say."

"Well you are free now. Get away, as far away from this building as you can. Things will turn real ugly once I go into the control room."

"Okay, thanks I guess. Kick his ass hard. That guy is one hell of a pointy headed nut job."

"Nothing shall please me more, but please once he is carted off to jail, please give a nice report for me in the television. I am really tired of all the negative publicity."

The man grinned." No need to ask for that. I always do that. I did it when the Lizard was rampaging around the city."

"Okay then, nice meeting you."

"My pleasure, Spider-Man. Thanks again."

Spider-Man got to the big room where Electro was waiting for him. He guessed he still had around two minutes for Electro's deadline. But a single obstacle remained in his course.

He could not suddenly storm into the room, breaking the door. Surprise was his best bet for defeating ol' Sparky. He didn't want to give that away. He looked around, for an alternative route. It was when he noticed the ventilation duct. "Aha, that's what I was talking about."

He moved silently through the narrow space, keeping his senses alert for any surprises. He crawled a little far from the direct entrance, not wanting to take any chances. He pushed hard and detached a section of the vent, and then dropped down, making no noise.

He watched Electro standing in front of a camera, muttering to himself," No more of following that loser. I will do things myself now."

He managed to sneak up behind him, and then inwardly congratulated himself for getting within range of striking without being blasted. Naturally, things went wrong after that.

He pressed on his web shooters and immediately Electro was covered in a patch of webbing. He watched Electro shout and charge up, sparks flowing off his body. Good thing, his webbing didn't let electricity conduct over to him. Bad thing, Electro ripped off the webbing looking mad. Then he struck.

They began to play their common game of attacking and dodging. But all the time it was Spider-Man who was dodging, obviously. He tried to get past him, trying to strike just after he attacked. But he quickly recovered and shot more blasts, and he zipped away.

_'He recovers so fast. How is he doing this?'_

Then he saw a cable attached to something like a belt on Electro. This was the reason. He was drawing power from the main line to power himself up. There was no way he was going to defeat him until he stopped his power source.

He strayed off to the far end of the room, dodging yet another attack and doing a backward leap to land on the machinery of the power plant. Electro shouted," Say good bye, Spider-Man."

He didn't realize the meaning of the statement. He was standing on a metallic surface, and even his spider sense was confused with so much danger out there. Electro struck, not at him but on a conducting object. The charge traveled; pain shot up through his body hard. He felt like all his nerves were on fire, and he was blasted away by the charge cycle.

He forced himself to keep his eyes open. He screamed in his mind,' C'mon...heal quick. I can't back now.'

"Get back up, NOW."

He almost blacked out from the effort that took him to stand. He shook his head hard, he wanted his focus back. Electro sneered," So much for the masked hero of New York. After you, the Avengers shall fall. And then, I will rule this city."

He glared for nothing within his mask, anger bubbling through his veins. He felt a hot molten iron crushing his head. But he had to fight. He couldn't give up now. He poised himself in combat position, balanced evenly on his toes. He was ready to kick that yellow mask away from his ugly- **SPIDER-SENSE**

He somersaulted, narrowly avoiding a blast. He leapt on the wall, but his fingers slipped and he landed back on the ground again. He was stupefied beyond measure.

His grip on the wall had failed. Horrified, he looked at his hands desperately. Then many thoughts popped in his mind. One of them was a sinking revelation.

_'The projections on my hand. The electric shock must have numbed them!'_

This particular piece of knowledge hit him hard, and he felt an emotion he'd almost forgotten after the Lizard incident. Fear rose within his heart, and Spider-Man panicked. He had never felt so frightened in his life. He had lost his ability of wall crawling, and even he hoped to regain it fast enough, Electro would be long gone, laughing over his dead body.

* * *

Electro eyed Spider-Man, smirking evilly. Spider-Man tried hard not to let his fear show.

"Are you sure we can't come to an understanding, Sparky?"

"What happened...out of your sass, you mouthy punk?"

His breath came out in shallow rasps. He willed himself to stay on his feet and focused on the man standing in front of him. He could feel Electro's victorious grin getting to his mind.

Then Electro raised his hand, ready to kill him and he balanced himself, ready to dive using every ounce of energy left in him. Then Electro's eyes flashed blue and his he stopped in confusion, his hand moving upward and the blast hitting the roof, raining debris over Spider-Man. Ugh. He hadn't expected this to happen.

Meanwhile, Electro smirked and turned on the camera to show his audience that he'd destroyed their hero and now generously leave the city's power intact, the merciful ruler he was.

"NEW YORKERS, I HAVE DEFEATED SPIDER-MAN AND NOW MY NEXT TARGET IS UN HEADQUARTERS. IT'S TIME TO SHOW THE WORLD A CHANGE OF POWER THAT IT DESERVES...OOMPH-"

Spider-Man appeared out of nowhere, landing a strike on his opponent. Then he zipped away to wait in the shadows. He was consumed with fear, and had no idea why he was pushing so hard. It was fear that fueled him, not adrenaline. Perhaps he should have waited for the Avengers after all.

"COME OUT SPIDER-MAN, YOU CAN'T HIDE."

Spider-Man ducked beneath a huge machine; waves of panic shook his body and he wanted to quit it right there and flee away. But he could not do that. He **would not** do that.

**'Did you think things were going to be easy boy...did you?**

**But I can't do it Uncle Ben. You know my Parker luck.**

**Nonsense...boy good or bad luck is nothing but what right or wrong makes up. Opportunity, preparation and confidence. Now I know you're prepared because I had a hand in that.'**

He would not back down. Even without wall crawling, he still had his super human reflexes, super strength, and most of all his spider-sense. He started working on a new strategy. The gears in his brain whirred and he decided to use the power plant against Electro.

_'I cannot remove that cable without him knowing it. So plan A aborted. There is too much power here. If I make him absorb too much power he will short himself out. Yes, that's plan B. Need to switch off the voltage suppressor first for that.'_

He moved stealthily across the room, keeping an eye on Electro's random attacks in all directions. He reached a massive panel with lots of switches and stuff. He looked for the button he was searching for.

'Suppressor is offline. Now I just need to make him absorb more electric power.'

He still had a nagging doubt in his mind. If Electro released all that charge, he could shut off the whole eastern seaboard, now that he'd increased his power source. But it was a calculated risk he was willing to take. If he knew Sparks, he would try to build up charge before releasing it.

Meanwhile Electro searched everywhere in the room, shooting random bolts of electricity hoping to get him out in the open.

"WHERE ARE YOU HIDING YOU COWARD?"

Spider-Man was very much amused. As if he was going to fall for that. He'd seen enough movies. He crouched behind anything he could find, and moved closer to Electro.

"FINE. IF THIS IS THE WAY YOU WANT IT THEN, YOU COWARDLY BUG. IT'S LIGHTS OUT FOR THE CITY."

Spider-Man snagged a web line on the roof and swung to kickoff Electro's back.

"Actually, spiders are arachnids. Didn't you go to elementary biology?"

The masked villain got up on his feet swiftly but Spider-Man was far more agile than him. He'd already zipped himself away from him.

"Is that the best you can do? You call that power?"

"POWER...I'LL SHOW YOU POWER."

Spider-Man nimbly moved out of the way of all bolts shot at him, making it look easy to annoy his opponent more.

"Missed me, ugly...missed me again..."

"I'LL GET THE RESPECT I DESERVE IN THIS CITY, AND YOU SHALL DO NOTHING TO PREVENT IT."

"Sorry pal, but you can't bully people into respecting you...missed me, yet again"

"AHH...NO ONE CAN GET THIS LUCKY. WHY DON'T YOU DIE? WHY DON'T"

A blinding flash of light. Then silence.

Spider-Man uncovered his eyes to see Electro thud down on his knees, and fall on the floor, sparks emitting around his body.

He turned around and decided to end a certain live TV action episode, so he switched off the camera. He remembered that he still had to get some photos for Jameson, so he took out his camera. He was surprised, and happy to note that it still worked somehow.

He picked up the unconscious sprawled form of Electro and put him in a sitting position. Then he webbed him with his special webbing for the occasion and took a good snapshot of the super villain.

He was unaware that at the present moment, he was being cheered in every home of New York. Very less people had seen Spider-Man in action, and now they had seen him on TV.

* * *

Iron Man had instructed J.A.R.V.I.S to set maximum power in the thrusters. Whenn he was halfway across to the power plant, he heard people clapping in the streets. He headed down and saw some of them chanting 'Spider-Man'. And then he noticed Electro on a giant screen, lying like an idiot. Then the screen went blank. He smiled.

'I like your style, kid.' He turned in mid-air and coursed back to Stark Tower.

* * *

**Location: S.H.I.E.L.D Central, New York**

Nick Fury glared at Max Dillon, bound and currently imprisoned in a non-conductive room.

"I asked, who were you working for..."

"NO ONE, I don't work for anyone."

"Don't give me shit, Dillon. I precisely know you were in contact with someone not of Earth."

"Go then, find him."

"I will, if you make this easy for yourself and reveal his location."

"I DON'T KNOW. He just appeared out of nowhere...alright...I've no idea how or where does he come from"

Nick Fury searched his face for any signs of lying, but there were none. He turned away.

"Take him and put him in a special cell at Ryker's."

* * *

**Location: S.H.I.E.L.D Helicarrier**

"Agent Hill, do we have an update on the cosmic energy signatures?"

"No, sir. Our scientists are unable to verify its origin or nature."

"Bring me an expert on this."

"Sir, we have one of the highest minds here."

"No, I'm talking about those who have experience in this matter.

Bring me, Reed Richards."

"But sir, they abandoned their lives as The Four to enjoy a quiet life."

"When the world needs them, they will come, Agent Hill. They will."

* * *

Laughter echoed on aboard _Sanctuary II_, a space vessel concealed brilliantly from the eyes on Earth. The cold laughter subsided as the Mad Titan gazed at the Earth.

"The human failed, as I expected. You are an interesting being, Spider-Man. Don't worry. I shall make your life, interesting...by reintroducing a former friend of yours. Let's see how far can you avoid Death. After you, time to deal with the Avengers."

* * *

**End of Chapter-4**

**(A/N): Another chapter done. I hope you enjoyed the chapter. Thanks for the excellent response. Please review and let me know what you thought of this chapter.**

**I thought I should end all the Peter-feeling-guilty thing, and I wanted Gwen to be the one opening his eyes. I also decided to put in a little 90s Spider-Man TAS, the best series in my opinion. Things are going to get interesting now, as the Fantastic Four come back from their sort of exile, and the unknown alien(known to most already), looking to turn the heat on. **

**Tell me if you enjoyed my version of Post TASM Avenging Spider-Man.**

**Please take a few extra moments of your precious time and hit the review button :) It's a great source of motivation and makes me happy. Continue giving your priceless suggestions and approval/appreciation/constructive criticism for the story. Until next time, then.**


	5. Trouble Never Comes Alone

**The Amazing Spider-Man: Team Up**

**Disclaimer: I do not own any of the characters. All rights go to Marvel.**

* * *

**Chapter-5**

**Trouble Never Comes Alone**

* * *

**Location- S.H.I.E.L.D Helicarrier**

"I need answers, Director. I think we specifically let everyone know that we're taking a break from all this...stuff."

"Yes, I know very well you did, Mr. Richards. But now, as we have a situation-"

"When do you not?"

"The point is, the Four need to come out of their break. Everyone needs you to. If not as the Four, then I request you come as Reed Richards. Is it too much to ask?"

"Yes, it is. Why do you insist on having us? Get someone else."

"Because you're the best expert on cosmic energy in the world. You even have personally experienced it. If there was someone better, he would be here now."

Natasha Romanoff was feeling very amused, standing outside Fury's office as he tried to convince Richards. She was able to hear everything, and she wasn't surprised at no change in the approach of the grim Director. She knew that Richards being Mr. Fantastic was one of the prime reasons why Fury had requested his presence, apart from the whole best-IQ-human thing she'd heard. They believed that besides finding out about this threat, the Fantastic Four would also be a brilliant help against this cosmic entity, whoever it was.

"Do I have a choice?"

"No, but I expected better from you, Reed. I thought you'd be willing to help."

"Please don't play games with me, Director Fury. I can see why all this is happening, and clearly understand all of your motives. I refuse to step in,-"

"Just take a look at the data, Richards. You might then understand how serious this is."

Natasha walked inside the room, and placed a file on the desk. She politely said," These, are the records of energy surges recorded for four days, appearing in an interval of just about 30 hours."

She watched intently as Reed Richard's face assumed a curious, then surprised and then a serious look. She turned her head slightly and noticed that Director Fury was also bewildered. Clearly, he'd not expected such a response.

"So...Mr. Richards, what's your opinion?"

"Fine, I agree. Looks like the break is over."

* * *

**Location- New York**

There was a buzz all day around ESU about Spider-Man and Electro. Peter groaned as another student turned up to ask him about the photos in Daily Bugle. He always casually replied," Yes, I take his photos. But I don't agree with anything they say."

He leaned back on his chair and sighed. "Don't think these guys are ever going to give me a break."

Harry nodded," Stop being the modest one, Peter. You deserve it. Those photos were incredible."

Peter smiled weakly and noticed the pointed look MJ was giving him.

"What?"

"Aren't you forgetting something?"

"No, am I?"

Gwen patted MJ on the shoulder and replied regretfully." That's Peter for you, dear MJ."

Peter scowled, but he was also in for a loss and he really couldn't remember.

MJ chided," Peter, you were supposed to help me for that test on Monday."

"Oh...that, yeah right," he admitted sheepishly."It slipped my mind because of all this Daily Bugle work."

Harry came to his rescue and interrupted the girls," Yeah, brilliant work by the way Pete. How did you manage to snap those moments? No one could do that."

Peter shifted uncomfortably in his chair. "Maybe I got lucky."

"Or...maybe he likes me,"he added with an afterthought, smiling.

Gwen snorted at him gave him an incredulous look. He just shrugged it off.

Just then Flash walked in carrying a Daily Bugle torn-and-trampled edition. He shouted in front of all," This is pure nonsense and if anyone of you believe a single word of this nonsense how Spider-Man worked with Electro for publicity, you all are big headed jerks I tell you. That guy, is a hero."

'Great, now I have Flash, of all people on my side.'

* * *

**Location: New York, 13 feet underground**

"I toldya pal, this night shift is brilliant. Don't you agree?"

"I said it earlier, I have never worked at night before and I am new at this job."

"Don't be such a baby, dude. It's easy in the night. I've done it for years. Less noise of traffic overhead."

"Tell you what, Bill...let's get this unclogging business done quickly and get the hell outta here. I don't like it in here."

"Okay okay ...jeez man, are you thinking that some girdled lizard is going to spring upon us just like that? Or you have underground phobia or something-"

"What was that?!"

The two men beamed their flashlights around the dark cavern. The heavy silence weighed in the air. Nothing, except the distant echo of a subway.

"C'mon man, there's nothing here except the two of u-"

The first attack was a blur, and Bill saw nothing except his friend disappearing and a blood curdling scream one second later. Then apprehension began to creep in his mind. "Hey come out now, the joke is over," he called nervously.

He backed up, adrenaline coursing through his body, urging him towards the most primal instinct of man. Flight.

But still he forced himself to be brave. His ears caught on a strange sound to his left. He went of to investigate, and that turned out to be the last mistake of his life. The beam of his flashlight threw huge shadows in the cavern.

The sound he heard grew more distinct, and he was taken aback when the weakening beam led him to a pool of blood, shining in the light. He angled it forward, and it focused on what remained of his partner. A huge mass of scales bent over the body, and a hoarse cry escaped him.

The beast turned, red eyes gleaming in the dim scenario, blood dripping down it's lower jaws. Bill screamed and flipped around to run back to the ladder, and then he stopped abruptly. There were two more pairs of red eyes gleaming back at him. A soft growl snapped him back to his senses as he realized he was surrounded, by whatever monstrosities. He took the only option left to him. He ran; not in the direction of escape but back, deeper inside the cavern; he thought that facing one was better than facing two hungry ones.

He hadn't made ten yards when massive jaws of the first one caught his legs. He cried out, pain overloading his senses and his brain was losing consciousness, lessening his misery before death. A modicum of calm washed over him, as the monster dropped him on the cold wet floor; and finally ended his existence, crushing his neck between it's serrated teeth.

The workers' mangled remains would be found next day, with no clue whatsoever to their cause of death.

* * *

Next morning:

**Location: Daily Bugle office**

J Jonah Jameson was seated in his comfortable chair in his office, no worries on his mind because the morning edition of the newspaper was a huge hit, thanks to the Parker boy. He had a doubt nagging him ever since the teen started selling photos to him. He always wondered how did he manage to get them, always being at the location at the right time.

"Mr. Jameson, you inquired for me..."

He broke out of his thoughts and eyed the private investigator standing in front of him.

"Yes, Mr. Gargan. Please take a seat."

"So, what do you require my services for?"

"I have a small, but very important job for you. Specifically, I want you to-"

"Mr. Jameson, here are more photos that you requested for the evening edition."

Jameson grabbed the photos, flipped through them and signed a cheque for him."You know what to do. Give this to my secretary."

Peter smiled and went away, surprised at the lack of any criticism.

Jameson turned to his visitor."To make this short, Mr. Gargan, I want you to follow that boy, and find out how does he get these photos."

Mac Gargan stared at him incredulously." You want me to follow a boy. Are you trying to joke with or insult me?"

"Not at all. I exactly know what I'm doing. Now if you want the money, run off and find out everything. Quick."

They stood up. Gargan looked confused, but he replied,"Okay, as long as I get the money."

He left his office. Jameson got back to his paperwork, again assuming his 'public' nature.

'I shall get your secrets Mr. Peter Parker.'

* * *

Peter wandered aimlessly around the streets for a while, looking out for any sign of trouble. He'd decided to lay low for a while as Spider-Man, not wanting to make his public appearances common enough. He laughed in his thoughts, wondering how shrewd Spider-Man was to come up with such a publicity strategy.

He headed back home, after convincing himself that the criminals would also lie low after his electrifying performance on television. Oh god, the puns again.

He took out his skateboard from his bag and sped off to home. **spider-sense**

He whipped around, but there was no one around. He narrowed his eyes, someone was following him. He turned away and pretended to be carefree. Then he decided to give his unfriendly neighbor a surprise.

Mac Gargan stepped out of the shadows. He had ducked behind a dumpster when the boy had turned. 'Why does that fool of an editor wants me to investigate a kid! He must be mad.'

He stealthily went further down the alley when suddenly his legs were pulled backward and a moment later he was hanging upside down. He scrunched his eyes and made out a solitary red-blue figure.

"Spider-Man," he gasped.

"This should teach you not to put your snotty little nose in other people's affairs. Don't ever try to follow him. He is...um...kinda under my protection. After all, he is my personal photographer."

Then Spider-Man disappeared as quickly as he'd appeared,

"Wait...put me down first...goddammit."

* * *

"What do you mean Spider-Man got you?"

"I told you. I swear, one moment I'm following the kid and bam. I have my feet webbed the next moment, and I am hanging upside down a lamp post. He also warned me to stay clear off his personal photographer,"he spat.

Jameson paced around furiously. The idiot could reach everywhere, even when a teenager was just casually 'followed' by. Keyword being casually.

He walked back to his desk and took a longing look at the photograph of his late wife. 'I will keep my promise Joan. I will not allow any masked vigilante to roam freely in this city.'

He'd invested personally into an experiment that could allow him to humiliate Spider-Man and capture him. But there was a slight problem. He needed a scapegoat, willing to be a subject for the experiment. He had just the right man.

He assumed a disgusted look and sneered," You've failed, Gargan. You couldn't even follow a kid. You can forget about your payment."

He got the exact response he expected.

"What the hell Jameson, there was no talk of Spider-Man in this. You give me my money right now."

"Ah, Spider-Man...now both of us have a problem with Spider-Man. Would you like to get your revenge, Gargan?"

"Yess, I want to get even with him."

"And I want to see him out of the picture, and unmask the bug that he is."

"Uh...spiders are arachnids."

"Whatever, I have just the right equipment. Do you want power Gargan? If yes, I can provide you, for a little of your trouble."

"As long as I get my money, I'm your man."

They shook hands, Gargan looking relieved, and Jameson smirking victoriously.

* * *

Spider-Man swung nonchalantly in the city, not having much to do at the moment. It was very windy at present, and it surely looked like a chance for heavy shower.

He admired the view of the city, NYC looking like a backdrop of a wet earth even though it was not raining yet. He was nearly swept aside by a gust of a wind, and he groaned.

'That's the third time my web line drifted. I'd better go as Peter Parker.' **SPIDER-SENSE**

He released his hold on the thin strand of webbing between his fingers and plummeted below to land on a wide rooftop. He swiftly balanced himself in attack mode, and surveyed his surroundings. His spider sense was growing frantic with every passing second. He narrowed his eyes on the adjacent rooftop across the street.

'Is that a...giant scorpion?'

He decided to hold his ground for the moment and waited for his adversary to make his proper appearance. A huge, almost seven feet tall and ugly looking creature landed in front of him. A fleeting look all over it's body made him realize that it was a man in a poison green scorpion costume.

"Greetings, webhead."

'That voice, I've heard it somewhere. That face...no it can't be..."

"You?!"

"Yes, me...now you are going to learn a lesson about not interfering in other people's business and abusing your powers to tie them upside down on a lamppost," he finished in a single breath.

"So...you don't plan on abusing your powers?"

"No, someone just wants you, humbled I should say it," he flashed a grin.

"Me...no no you have gotten the wrong spider. I am very humble."

Just then a low voice came from an earpiece that the man had somehow connected to his ears. "Stop babbling and defeat him, you idiot."

"Yeah yeah, don't allow me to have fun."

"Uh...does your employer by any chance know someone named Electro?"

"What...no...anyways I don't have time for this. Time to lose, Spider-Man. Face The Scorpion."

Scorpion threw a punch and it took all of Spider-Man's agility to dodge it. After that, it was a matter of sparring between the two. Spider-Man realized in two minutes that the guy was an amateur.

'Great, I am not even surprised, this has become a regular occurrence Everyone wants me defeated or dead or both.'

He shot web lines that attached to his opponent's huge front, and aimed a lethal web strike at his chest. Scorpion turned around and lashed out...with a tail!, long enough to wrap him and throw him away like a rag doll. Time slowed down as he saw the tail with a deadly looking stinger come towards him. He let his instincts run over. His torso bent backwards at a really awkward angle, and he dodged the strike by millimeters.

'Another tail...this time, no trying to hold it.'

He leapt aside and crawled up a wall. Scorpion had anticipated the move.

"No escape, Spider-Man." He lifted his tail and a sickly yellow-green blob shot out at him. He madly scramble away from it and his previously occupied wall became a smoking piece of garbage.

"Wow, acid-spitting tails. Any other toys?"

"Nope, but this is enough."

He swung his tail in circular motion and sprayed acid all over the roof. Spider-Man could barely dodge the hissing liquid.

"Hey, haven't you been toilet-trained?"

He somersaulted high in the air and fell down the side of the roof, swinging all around it and finally zipped from the opposite end, and Scorpion was gone.

Suddenly huge muscular arms grabbed him and he struggled heavily, but to no avail.

"Scorpions are faster than spiders. And scorpions can have spiders for dinner."

He kicked hard on the ground, trying to get Scorpion to fall along the edge of the roof, but Scorpion simply rolled his tail across the edge and pulled them back up. He smirked," I also have an extra appendage, as compared to you."

He could do nothing as Scorpion lifted him high and threw him down, evidently using all his power. He let out gasps, his limbs burning with pain. Then Scorpion finished whatever struggle was left in him by a strong punch on his mouth, followed up by stomping on him. He gave up, now escape being the top priority, as he sensed that Scorpion didn't want to damage, defeating him being his only motive. Personal matters could be sorted out later, he thought as he collected the energy left in him.

"Yeah, that's what I was saying...behold, I defeated SpiderMan in a matter of minutes. Did you see that, JJ?"

'JJ, it couldn't be...'

"Yeah yeah, now unmask him quickly, I want to see his face."

Scorpion revealed a small spy camera and approached the fallen masked vigilante.

"By any chance is this JJ, J Jonah Jameson?"

"A fat lot of good it would do to you if I admit or decline that possibility. Now be prepared."

Scorpion's big hands came for his face, and he willed every single tarse on his face to hold on to the mask.

"Uh...I can't remove it...it's stuck somehow. What did you do SpiderMan?"

"Dear Scorpion, there is a hyphen in my name, you seem to be ignoring it, Give a small pause in the between of words, we don't want you to make such trivial mistakes," he replied sweetly.

"Remove it yourself or I will rip it out somehow, I promise you tha-argh"

Spider-Man had shot a glob of web right at his eyes, and kicked him back in one strike. He jumped back to his feet again, and shot a spider tracer at Scorpion's leg.

Then he ran off and dropped down the side of the building.

Scorpion ripped the webbing, cursing the wall crawler and noticed that he was gone. He ran to the edge, peering down but there was no sign of him. He growled," Blast the sucker."

Little did he know that Spider-Man was just hiding beneath a ledge just below him. He turned and leapt away, covering over 30 feet each jump, as he made his way back.

* * *

Spider-Man relied on his spider-sense to warn him if the Scorpion decided to come down. But slowly, the tingling at the back of his head eased away. He came out of hiding, and shook his head trying to remove the funny feeling of dizziness.

'Where do these guys come from...'

Just when he thought his luck couldn't get any worse, the rain suddenly picked from a mild shower to a heavy downpour, drenching him fully.

'My life just keeps getting better, and better.'

* * *

**Location: Baxter Building**

"Well...we're back."

Johnny Storm was enthusiastic when he got to know that they were returning to New York. But when they finally arrived, Reed told him that there would be no hero business this time. He was crestfallen on hearing this, but still assured himself that it was good enough they were going back, let alone the fantastic work.

He was amused when Sue wiped a finger across the furniture and wrinkled her face in disgust.

"Wasn't anyone taking care of this place while we were gone?"

Reed replied," Evidently not...but now that we're back, we can take care of a few things other than cleanliness."

Ben asked curiously," Reed, you haven't told us yet why you decided come here in a rush...I mean I'm happy but still, what is this work you mentioned? Is it very important?"

Reed and Sue looked at each other. Their silent and expressionless conversation told Johnny all he wanted to know. Clearly, they were again hiding something from them, something big. Nevertheless, he tried to lighten up the mood.

"Hey, stop this public display of affection, we all are not soul-mates to enjoy silent talk."

Reed seemed caught up in conflict. Sue put a hand on his shoulder and nodded. He took a breath and said," We have another unearthly visitor problem. And we're here to track it on the request of S.H.I.E.L.D."

* * *

**Location: Daily Bugle**

"What do you mean you can't change me back!"

Jameson nervously replied," Eh, Gargan, there has been a technical problem, so you have to live with the power of Scorpion. How lucky you are to get such power-"

"Power my ass, if it's so good then wear it yourself and dance around in it. I don't want to remain a monster all my life."

"Sorry, but if I could change you back I'd do that gladly. Besides, you did not do my job. I don't know who Spider-Man is and he is still at large."

He immediately knew it was the wrong thing to say.

A few minutes and a lot of heated words later, Jameson was really on the defensive.

"Gargan, I am not lying. I cannot do anything."

"You will, you will or else you will die, because you're no use to me."

"No...listen, can't we come to an agreement of som-"

"Keep counting your moments JJ. You can't do anything. But I will do something very great to you. But not to worry at all, it will be painless. How lucky you are to get such a merciful death."

"Gargan, wait-"

Jameson sank back in his chair, a man broken by fear.

"JJ, I'll see you tomorrow then, are you not going home?"

He looked up to see Robbie standing there.

"No Robbie, some work is left. I'll go back later. Bye, good night."

Robbie Robertson was surprised when Jameson said bye and good night. He shrugged his shoulders, glad for a new development of emotion in his boss.

Jameson started hyper-ventilating after Robbie left him alone in his office. He could not go home. Mac Gargan would kill him in his sleep, or he could be murdered in cold blood on his way back. No, he was safer in his office. He could call for help, and close all the entrances and exits. Even someone with scorpion powers would have a hard time getting to him in his private room concealed in his office.

* * *

Night

Spider-Man perched on a flagpole, cursing the weather when he was imbalanced, yet again by a heavy gust of wind. A thunderstorm brewed in the distance, and for some reason owing to that, his spider tracer was not working properly. He'd had five calls from Aunt May, and he told her that he was in ESU lab, working on a project. That was yet another half-truth, he was there, but now he was not.

He growled at his receiver," Work." And a faint red dot showed up on the screen. He approximated it to be 5-6 miles from his location.

'Wow, that was easy.'

A few minutes later, he was mixed up in his resolve, whether he should have returned back home and try for Scorpion tomorrow. It was not that his close relative in the classification chart was going anywhere so soon. He was pretty sure even Scorpion wouldn't do much harm on such a night.

The rain had started. The first crack of thunder reminded him that this as a bit under the weather for masked vigilantes.

The lightning streaked diverse patterns across the night sky and a look at his receiver told him that the signal was lost again. His will power crumbled. Even teen-aged superheroes needed a little break sometimes. Because with great power, there must also come great sleepiness.

* * *

**Location: Avengers Mansion**

A flash of lightning. Steve Rogers was feeling a odd kind of deja-vu. Last time he'd seen thunder like this, Loki had been snatched right in front of them and they were forced to fight Thor. This time, he couldn't stop himself from anticipating that something bad was about to happen.

He noticed that Bruce entered his room, and sat besides him, his eyes lost faraway. He whispered softly," The storm is coming, Captain. This is certainly not good. Not after that cosmic energy thing."

Steve replied automatically," Coincidence."

"Is it? I hate coincidences."

"You sound like Fury", he chuckled. Bruce allowed a thin smile to emerge on his lips.

"Let's just hope something bad doesn't happen."

"You too? I feel like something bad is coming. Something we couldn't handle."

"We have a storm to face first, Cap. Other things, we'll have plenty of time for them."

Both men stared at the sudden red-blue form swinging in the night. They ran off to the balcony, and Steve muttered," What is he doing at this time, and in this weather?"

Bruce spread his palm and felt the rain. He seemed lost in thought. "I think he must have a good enough reason."

* * *

Spider-Man swooped like a bird of prey towards the fast approaching ground. He fired a web line in the last few moments and swung into an alley.

Meanwhile, the wind roared, biting deep into his flesh. But the sudden sound of his ringtone and the vibration drowned the noise. He went under a temporary kind of shade besides the wall to answer the call.

"Mr. Jameson?" he looked at his phone in disbelief.

'Why is he calling me now? He never calls 'boys' like me.'

"Yes Mr. Jameson?"

"Parker... I'm at the Bugle right now, you have to help me...-"

He was now beginning to get worried by his constant rambling.

"- Parker, PARKER listen carefully, Scorpion is here. Do something...get help as quickly as possible. I can't call 911 because I don't have a reason to tell them-"

Spider-Man hung up the call. He was shocked beyond measure. Jameson had tried to kill him. But as much as he hated his obsession of removing Spider-Man, he still had to save him.

Another human-animal cross. Again he'd failed to defeat his enemy. This time, Jameson was at the receiving end. No, he did not want to face the burden of another death on his conscience.

He pulled his mask back on, and dashed up the wall. In a few seconds he was on the roof, facing the forces of nature.

* * *

Each swing was turning out to be more demanding than the previous one. His arms were tired, an imperious effect of over-exertion.

He'd decided not to get help from the Avengers, again. 'Why do I think that I've to do everything on my own...'

But still he could not stop himself from rushing into the action. He had that 'saving the people' sort of thing ingrained in his mind. The winds at his altitude were taking their toll on his body. To top that, heavy rain continued to pound him endlessly.

He checked his receiver and it showed a faint signal, about a mile or so from his location. He raised his speed, as he could see the building in the distance.

* * *

Meanwhile

The security guard checked for the night on Connors and went back to his post. The man had not given any trouble, but he'd been told that he had started the biological attack on New York. He thought it was another 'mad scientist' kind of prisoner. But Lizard, that was definitely something.

Suddenly, he heard disturbance on the camera feed. He zoomed in on Camera 04. Those government agents had specified to keep an eye out on Connors. He couldn't see the intruder, but there were no alarms ringing. He went to investigate.

"No, just leave him, leave me alone."

"Alas, I don't intend to leave you alone, human. Now face your worst fear, DESTRUCTION BY YOUR OWN HAND."

"NOOOOO-"

The security guard peeked out of the corner and the sight chilled him to the bone. He stood there, rooted to the spot as a blue light filled the entire corridor. Then, growling sounds that could mean nothing good.

Then the light dissipated and the intruder suddenly appeared in front of him. His knees felt weak and he dropped, about to faint. The sinister being disappeared with an evil cackling sound. Then alarms started to ring in the cell and everywhere in the asylum. He could just hear the crack of the wall and watch helplessly as a huge green form escaped captivity.

He tapped his earpiece, trying hard to stay awake, and could only say," The Lizard has escaped..." then he lost consciousness.

* * *

**Location: Daily Bugle**

Jameson ducked behind his desk, as he heard Scorpion destroying his office. Just a wall separated him and death.

"YOU CAN'T HIDE FROM ME YOU- CRASH"

His panic increased tenfold when Scorpion entered the small room from a hole in the wall. He was exposed. Scorpion wasn't going to leave the room. He was going to destroy everything, and ultimately find him.

Then he felt the desk being removed over his head. He spun around.

"Ah...you possibly couldn't think you could escape me..."

"Listen, Gargan, we...we can find a way to get you out of this suit. There is so much technology, I'll pay whatever it takes to remove this."

"No JJJ, you ruined my life, and now I'm going to end up your pathetic one."

* * *

Spider-Man was just a couple of buildings away from the office. He dashed and leapt across another rooftop and was a few swings short when his spider sense nudged him and he tilted his head downwards. A small girl and probably her mother were cornered in an alley. They cowered, holding each other as a fat masked man advanced on them, gun in his hand.

Spider-Man felt sick. Even in this weather criminals were trying to take advantage of people. He guessed that they were trying to get supplies in this weather.

**spider-sense**

He whipped around, Scorpion and Jameson visible from a window.

'Oh God, he found him..'

Then the little girl he'd seen screamed, and he was caught up in indecision. He wanted to save the life of Jameson, but he was closer to the woman and her girl. He could try to save both, and succeed by some stroke of luck.

Or he would fail to save both. He turned his head again and again. The family. Only a small robbery. Jameson. Murder attempt.

But his thoughts gathered around his own words 'There is no such thing as a small crime...'

He was wasting precious seconds in his internal debate. It was as if fate was forcing him to choose. But could he allow even a single person to suffer? Could he prioritize crimes?

He sighed, and jumped from the roof, still not sure whether to swing forward towards the office or to swoop down and catch the masked man.

* * *

**End of Chapter-5**

**(A/N): Well, another chapter done. I'd to rewrite this quickly because my computer crashed, so excuse the small mistakes. Anyways Happy Halloween people :D. Tell me what do you think of this chapter.**

**The weather is quite similar in Marvel Cinematic Universe, but it's not a Frankenstorm...just a geomagnetic storm I guess. What choice do you think Spidey will make? And oh, Monsters Infest New York Sewers...The Mad Titan letting Lizard escape...things are heating up in New York. Notice the small spider sense tinglings LOL...that means in my opinion that the danger is not big enough yet for Spider-Man.**

**And my prayers with the people who had to suffer from Sandy. Let's hope conditions normalize fast.**

**Thanks for the overwhelming response so far. Keep giving your precious suggestions/constructive criticism/appreciation for the story. Take a few extra moments after reading to hit that review button, it's a great source of motivation :)**

**Until next time then, please tell me if you like my version of post TASM Avenging Spider-Man**

**Review Please**


	6. Into the Sewers

**The Amazing Spider-Man: Team Up**

**Disclaimer- I do not own any of the characters. All rights go to Marvel.**

**Note- Thoughts- '-'**

**Flashback- 'Bold' **

* * *

Previously: Chapter 5

Or he would fail to save both. He turned his head again and again. The family. Only a small robbery. Jameson. Murder attempt.

But his thoughts gathered around his own words 'There is no such thing as a small crime...'

He was wasting precious seconds in his internal debate. It was as if fate was forcing him to choose. But could he allow even a single person to suffer? Could he prioritize crimes?

* * *

**Chapter-6**

**Into the Sewers**

**Quote- We must build dikes of courage to hold back the flood of fear.  
**

** -Martin Luther King Jr.**

* * *

**Location- New York**

Spider-Man sighed, and jumped off the roof. He was unsure whether to dive down and get the masked thug or fire a web line and swing to the Daily Bugle. He'd heard things like 'If you're unsure, toss a coin. When it's in the air you'll know what do you want most.' So in this case he'd tossed himself down the building, hoping that maybe he would get some wild inspiration on the way down. Nothing of the sort happened.

But eventually he made his decision. He straightened himself in mid air and hurtled fast to the ground. He fired a web line that connected at the robber's back, and pulled him up for all he was worth. The robber was hurled off the ground and the woman and her daughter were astonished beyond measure.

He shifted his gaze towards the sky and he watched as Jameson was grabbed by Scorpion. His forgot how to breath when he realized what Scorpion was going to do. Scorpion move towards the window. He was going to throw the biased editor of Daily Bugle out of the window to his death, forty six floors below.

His attention was diverted by the robber who got up and charged, shooting at him but all for naught. He dodged all the attacks carelessly, but his mind filled up with rage of being delayed in his rescue because of the man in front of him. He released all the rage in one strike. He punched the thug so hard that he flew away and dropped around fifteen feet away on the road, and didn't get up after that.

A weak CRASH and tinkling of breaking glass forced him to look up. He shouted to the mother-daughter pair," Go away, call 911."

He decided to make a mad dash towards the building as the hoarse shouts of Jameson echoed in the night as he plummeted to the ground.

He scrambled across the wet street and using every ounce of his strength, pushed hard at the ground. He rose high in the air, everything happening in slow motion. He had last felt this kind of emotion when the Lizard had thrown him off the top of OsCorp tower. Once in the air, he snagged a web line and zipped hard towards the flailing form of JJJ. He managed to get close to the building just in time as Jameson crossed him on the way down. He pressed hard on his web shooters, his webbing seeming to take an eternity to reach the falling man. Finally when it connected, he breathed in relief and pulled quickly. He didn't wait for any response from him and lowered him on the ground. Then he swiftly web zipped to the top floor.

Scorpion was peering down from a hole that used to be a window. He saw the whole exchange and shouted in anger and frustration.

"Y'know, the best way to remove all that anger, is a good ol' kick to the face."

He planted his feet hard at Scorpion's face, then using the momentum jumped back to stick on the roof.

"YOU! WHAT ARE YOU DOING HERE?"

"Playing the hero I guess..."

"AARGH..."

Spider-Man got close swiftly to get in a few strikes. There wasn't much room in the office for him to move freely and avoid the nasty tail simultaneously.

He pondered over his available options for a moment. He could get his adversary out in the open where he had a better chance of winning. But he had no idea how to do so. He did the natural thing. He stayed defensively on the roof.

"COME DOWN HERE."

"You seriously think I'm going to come down?"

Scorpion continued to look at him dumbfounded. Then apparently he decided that standing there would do nothing.

**SPIDER-SENSE**

He released his hold on the roof when he saw the nasty smelling acid moving towards him in slow motion. He rolled in mid-air and pulled himself towards Scorpion's massive bulk and kicked him hard, which seemed to have no effect.

'Okay, perfect time for a new plan.'

He continued his assault with a quick uppercut and then a round of sharp punches that should have forced him to his knees, but the hideous scorpion armor was reducing the damage taken by him. Scorpion looked really pissed at him now.

He let out a strangled sort of cry and countered using his tail. Spider-Man was at the limits of his reflexive abilities. He was dodging the attacks purely on instincts now.

He side-stepped a blow meant for his shoulder, then ducked beneath a punch for his head, then jumped over a massive swipe by the tail. Then as he tried to zip away from Scorpion, he narrowly dodged another attempt of a strike at his neck.

"Go have that tail examined by a vet, my friend."

"I am sick of your lame jokes, Spider-Man!"

"Jokes?" he questioned in mock horror." These are just manners. Didn't Mommy Scorpion teach you any?"

Scorpion lunged at him in rage, forgetting that he was far more agile than him. This was the moment he was waiting for. He nimbly dodged the strike and moved out of the way. Scorpion clumsily kept moving forward and broke through the glass, disappearing over the window.

He congratulated himself for a moment when a split second later the tail appeared again, curled up over the edge of the window.

'Again that stunt.'

He moved forward and kicked the tail with all his might. Surprisingly, the hold of the tail was released. He looked down on a nudge from his spider sense to notice that Scorpion had grabbed hold on the wall, ready to spew acid with his tail. Naturally, he dropped again.

A few seconds later, they both were hurtling downward at a dizzying speed, still caught in the fight. Spider-Man was aware of them being hundreds of feet over ground so he tried to zip back to the wall. But the tail again curled around his body and dragged him away.

He flailed wildly in the air, trying to escape the clutches of Scorpion but it was of no use. They both were going to hit the ground hard, and he had no hope of living after that sort of fall. Just then Scorpion loosened his hold and he saw fear in his eyes.

"Why did you save him? He wants you killed...if anyone needs pity it's me."

Spider-Man was jarred by this assertion. Everything was happening slowly. He watched Scorpion falling away from him; he fired a web line and swung back towards the wall. Once safe, he heard a loud thud on the ground and turned around to see Scorpion sprawled out a hundred meters below.

He landed softly on the ground, and webbed the man firmly. He was knocked out. Just then Jameson, who was still standing there in shock, stepped forward.

"Is he...is he dead?"

"No, just unconscious."

"Thanks..."

"Sorry, I temporarily got deaf do didn't hear-"

"Thanks, for saving my life. But I know you have your own selfish agenda behind this, and I'll find out what."

He laughed bitterly. A grateful Jameson was too good to be true. "Fine, I shall leave you to explain to the cops. I don't know what have you done to antagonize you JJ, but consider yourself lucky that Scorpion decided to toss you out of the window rather than killing you at once. Otherwise, you won't be standing here accusingly thanking me. Bye and good night then."

And he swung away from the approaching sirens.

* * *

**Location: Stacy Apartment**

"What was it this time Peter?"

"A Scorpion..."

She took a long breath.

"I can't believe this Peter. You face the Lizard, the Electro, the Scorpion...what's next? a flying elephant?"

Peter watched with an amused smile as Gwen continued ranting about him jumping into the fight without a thought. He could tell that she was nervous, because she rarely talked so fast. "C'mon, show me your injuries."

He held up his hands in a surrender position and smiled."Nothing except a few scratches. I'm a tough guy."

She continued speaking." Promise me that next time, you'll not be careless." She looked with such a hopeful expression that Peter started feeling guilty.

"I promise. But hey, best promises are the ones you can't keep",he joked. She hit him playfully, and retorted," If this was true, anyone could get away with anything."

"Well, I got away with you."

"Because you have that effect on people."

"Because you're head over heels for me."

She reddened, and said nothing. Just then, a TV news report caught his eyes. He passed her and went to the tv and increased the volume.

"-THE CAUSE OF THE BREAK-IN IS NOT KNOWN YET. IN THE MEANTIME CIVILIANS ARE ADVISED NOT TO GO ALONE, ESPECIALLY IN THE NIGHT-"

"What is this all about?" Gwen came up behind him.

But he was shaking, the headline flashing, as if mocking him: **CONNORS ESCAPES ASYLUM, LIZARD ON THE LOOSE**

He felt a mad desire to laugh. Even now, S.H.I.E.L.D were keeping information from everyone and making people feel that Connors was someone who had a pet giant Lizard.

He turned and got his mask out from his bag.

"Peter, you can't go back to hunt him again. It's too dangerous. He-"

"I have to do this, Gwen. I told you. I have to stop him, because I created him in the first place."

"He killed my father, please don't go. I don't want to lose you. It could be worse this time..."

She looked close to tears, but his mind was made. He shook her shoulders. "Gwen? Gwen?"

She was defiant and shrugged him off. "Don't you dare go off into those sewers again, Parker. This time, let someone else do it. Why not the Avengers..."

"This is my fight Gwen. I can't let someone else risk his life."

"So you'll go risk yours? Look Peter, you're not going underground. If you go...if-if you go, I'll tell Aunt May."

"What?"he gaped at her. She looked determined, a little bit amused too. "Yep, you heard right. Let the adults handle it. You're just a cute teenaged superhero."

"Hey I'll turn 18 in a few months. And don't drift off the topic. If they catch him, they'll kill him, or do something to him that he doesn't deserve. I need to help him. And WHAT AM I talking about helping him... I need to help the cops. He'll slaughter them!"

She bit her lip, and seemed to struggle to get her next words out."Okay, do whatever you want, just stay anonymous, and stay alive."

"Got that covered" he answered happily.

"How? If I remember correctly last time I was shocked when I heard Dad say that my boyfriend was a man of many masks."

"Well, my mask can't be removed without my will. Your Dad was only able to unmask me because I didn't consider him an enemy...what!?"

"What about the Lizard? Did your 'sub-conscious' consider him your best buddy?"

"N-no. It was because I didn't know about my face sticking capabilities until the night S.H.I.E.L.D kidnapped me."

She gave him an incredulous look and didn't say anything for a few moments. Then she broke the silence loudly."I don't want to live the Lizard nightmare again."

"You won't have to. I promise. I'll just go there, and this time, give the antidote to him quickly, and get back here as soon as possible." He said it all in a breath. She turned away from him, and muttered quietly," Go then, Pete. I'll wait. I had an emergency vial of antidote just in case. You can take it, you don't want to waste your time creating it again,"

He patted her back sadly and pulled the mask over his face.

"Go back the normal way, it would be nice to see Peter Parker emerge from my door and not from the fire escape for a change."

"Hey, I do this because your doorman hates my guts."

"Why would he do that?"

"Ok I'll only tell you this much. He once told me 'No bag, No Gwen.''

She looked thoroughly bemused on hearing that. He smiled nervously at her, and left her company to face the Lizard again, his mind angling around the Captain's death again.

* * *

**Location: Avengers Mansion**

"Sir, Director Nick Fury is requesting immediate attendance in the hall for a emergency debriefing."

Tony Stark removed his glasses and folded the blueprint of the new training center he was planning to add in Avengers Mansion.

"Requesting? Impostor alert, J.A.R.V.I.S."

"Very funny, Stark. We've got a situation that demands quick action."

Fury entered the room, with a worse than ever smug look on his face.

Five minutes later.

He screwed up his face, gears turning in his mind.

"So you're saying that the Lizard is loose again."

"Yeah, and with a dose of cosmic energy that I'm having Reed track, he's even more dangerous."

He scoffed. Reed Richards. World's most intelligent man. In exile for years. Mr. 'Fantastic', he added sarcastically.

"Stark...Stark pay attention."

"Yeah Fury, got your point. I was not day dreaming you know...chase the Lizard, put it on a leash. Prevent another biological attack. Is that it?"

"Pretty much, yeah."

"Okay, so I think that your webhead will retry his daring escapade again and try to prevent Doctor Lizard again. So is he in, or do we interfere?"

Steve gave him a meaningful look and nodded. Nick Fury looked caught up in indecision.

"Avast, me proud beauty Fury! Wanna know why my Roger is so jolly?" he piped up.

This broke his attention and he glared daggers at him. "Stark, how many times do I have to forbid you from using pirate vocabulary in front of me?"

"Wanna shiver me timbers, Director?"

He ignored him. "The point is, we cannot send regular agents to look for that creature in the sewers. They will get shredded by him. To add to the trouble, remains of two bodies of construction workers were washed out on sea shore today. Forensic experts have pronounced their cause of death as an animal attack, claws and teeth marks like crazy. The time of death was sometime around midnight last night. Which clearly means,-"

Stark suddenly had a bad feeling about this and he cut him rudely."This clearly means that we've more than one predator on the loose."

Fury was bewildered and stared at him. "Explain. What are you implying?"

He went into lecture mode and started explaining." Well, their time of death was around midnight. The Lizard is supposed to have escaped his cell at...what did you say? 00:16. Right. So, unless we are talking about the Lizard getting hungry and killing as soon as he escaped, I'm sure it was something else that got those workers."

"You lost me there, Stark. He is a seven foot tall walking death. He is known to have lived in the sewers. He was dosed with cosmic energy at the mental asylum which makes him even less human. How are you suggesting another...animal?"

He stood up in his excitement, everything making sense to him clearly now that Fury

had mentioned the asylum. He'd completely forgot about the prison location. He asserted,"J.A.R.V.I.S, show a map of New York."

He, along with Steve, Bruce and the Director gathered around the holographic map that appeared up on the table."

He took a laser pointer and marked the area of the prison. "Connors escaped from-here. Around-16 minutes after midnight." Then he offered the pointer to Fury. "Where were the bodies found?"

Fury, still not making the connection marked the coast. "J.A.R.V.I.S bring me the map of underground sewer lines. Hack into a municipality database."

"Yes, sir."

Bruce chuckled silently. He had seen too many of his hacking ventures, spending time with him in his lab.

He marked the point of the coastal line quickly, and then matched it with the previous map. The result was the pipeline that had ejected the mangled remains of the two men. He inquired about a detail which was crucial to his theory," Have you identified the bodies?"

Director Fury shook his head."No reports of missing people yet. However, we've got a list of all the workers on the night shift yesterday and we're tracking them-"

Director Fury had probably got a call because he turned away tapping on his earpiece and excused himself rather hastily from their company.

Steve directed his words at him."I agree with you, Tony. There is something dangerous other than the Lizard in the sewers."

He was mildly surprised and used his 'Tony' look at him.

Bruce added with a thought," The question is Captain, whether there 'is', or there 'are'..."

He nodded vigorously."I see that you're getting my theory Doc. This Connors guy made a lab in the sewers. After the incident, what's to deny my supposition that more cross-species formula was in there, that spread."

Steve piped up,"That's the second time you've made a clever deduction, Stark. I thought the thing with Loki was a fluke, but I must say I'm impressed."

"Elementary, my dear Rogers."

"That was my favorite book back then, so have you read all the novels?"Steve asked eagerly.

He ignored the question and stated calmly,"We need to confirm this ourselves. Our investigation will start in the pumping station where these people were supposed to be working."

They fell silent at the Director's approach.

"We've identified the two men. They were at night shift yesterday...",he took out the pointer and marked on the map,"here."

Tony considered the final piece in the puzzle. He bent over the map and started explaining again. "Okay, so the asylum is here. Bodies recovered here. They went on night shift...here. A good difference of more than ten miles. Are you telling me Director , that the Lizard can teleport as well? Escaping then appearing in the sewers to 'eat' the workers. Mind you, the Lizard never tried to eat anyone."

"Okay I get it now. You're suspicious of unknown predator activity. Which is why, I'm asking you, to suit up."

"What about Spider-Man?" Steve asked. He looked rather affectionate of the young teenaged superhero.

"Something tells me he'll be there already. I'm sending Agent Romanoff and Barton in the sewers. Be ready to suit up."

* * *

**Location: Underground**

Spider-Man had descended into the dark bowels of the underground after his college hours, only to fall headlong into the smelly water after slipping on a wet wall.

'Damn this sucks.'

He got up sodding wet and made his way deeper into the cavern. He had decided to direct his search around Connor's lab. He was sure that the man would head back to his lab after his escape. The journey took him only a few minutes, the path recognizable to him due to his previous two ventures in the dark labyrinth of sewers. It suddenly hit him that the darkness was growing around him, limiting his vision steadily. He cursed over his foolishness of not remembering to bring a simple thing like a flashlight, but now he could not turn back. The cavern was as he remembered, dark, musty and eerie. He was in some sort of gigantic pumping station. He knew there were filtration plants underground but standing waist deep in the dirty water gave it a new definition. He tried to retrace his path back to Connor's lab. It was the only lead that he could follow.

There was dim lighting somewhere far ahead, and he decided to head in that direction. Every now and then he would hear a noise and spring in his combat position, but then relieved by the fact that the back of his neck was not tingling. After a few hundred yards or so in the tunnel, he came up to a clearing of some sort. There was a single bulb hanging there throwing giant shadows all around the cavern. He suddenly lost his footing. Swiftly he was on his feet again and saw that he'd tripped on the handle of a flashlight. He picked it up and tried to switch it on, but it was useless. There was nothing in the small clearing that was of help to him, so he moved forward and reached a dead end.

'Maybe I need to stop thinking as Peter and start thinking as Spider-Man.'

He darted quick glances at his surroundings. There was no water here, which meant that he was on high ground, away from the lab. He turned back and trudged back. On his return, he took a wrong turn and found himself in the huge circular room in which he'd made the giant web while tracking Connors.

The floor ended suddenly, and he saw that there was rapidly swirling water in the depth of the huge hole, and identical tunnel all around the wall. He needed to pick a way. 'Alright, old methods again.' He made another giant web, each tendril attached to one of the tunnels. Then he stood silently in the middle, trying to detect extra vibrations.

He focused hard in his mind, trying to find a source. Finally, a tiny curious vibration forced him to open his eyes. He'd to take the third tunnel. There was some kind of disturbance he detected in there, which he was not able to explain, but it was surely there. He zipped himself across the water pit and landed in the dark tunnel.

'Great, more darkness.' It was getting chilly in the cavern. He found another clearing similar to the previous one. But here he found his clue. The wall at one end had a giant hole, stating the obvious use of brute force. He moved forward in anticipation, nerves full of thrill and a little fear. It was then, when he noticed a human hand on the damp floor. He stepped back in surprise and gagged at the sudden stench of blood. Still no sign of any threat. So he went ahead. It was a giant pipe he found himself into, and made his way hastily. The journey was getting anticlimatic, and he didn't wish to face Aunt May's wrath on his being late again.

* * *

The two Avengers were in the underground pumping station, ready to face any sort of danger. Captain America held his shield and defensive position and signaled to Iron Man. He came forward, with a sullen look on his face plate. Yes, the face plate.

"Why are you looking so morose?"

"It's not a luxury to prance around in sewage water with armor on, Cap. Besides, I did not come hear to smell the fresh nightly stench of the fragrance here."

He rolled his eyes at his over sarcastic companion. Living with Stark had left him using the 'roll of eyes' very frequently.

"Okay, we need to get quickly to the guessed site of attack. Natasha and Clint might be out there somewhere too. We need to find it before them."

"Yeah but this doesn't change the fact that this is no comfortable place for me. No maneuverability at all. The only thing I can do is blast things out of our path."

"Well, that's a great thing then."

* * *

Spider-Man finally found himself in the makeshift lab that the doctor had built. He found it completely in disarray, equipment strewn across the floor and the laptop smashed on the ground. Someone had been here before him. A few lizard were still scuttling around, their sizes much larger than he'd expect any of the species in New York to be. He laughed silently at a past news article about pest control on lizards in New York sewers. Irony was a bitch.

When his laughter died out he was stared in the face by a deathly silence. He muttered,"Guess I'll just go back then, and get the help of Avengers this time for sure."

A sudden deep and low growl made his hairs stand on their end. This could mean nothing good. He shuffled back stealthily, not willing to gather attention to himself. He kept his neck craned for a better look. Finally, he saw it. The cross-species formula. There was no mistaking it. The huge container seemed to mock him. Surely Connors had not made only a single vial. How could he be so stupid...if Gwen had enough inspiration to make an emergency vial, surely the doctor, the mastermind had too.

Then detail after detail. The container was broken. The liquid was seeping into the filtered and broken pipeline that went just below the lab. And there stood, red eyes gleaming; a huge lizard besides the broken container, jaws dripping wet and claws outstretched.

* * *

For a second, he forgot how to breathe and stood there like a fool. This was not Connors. This was, this was...

**'Genetic mutation-Cross species formula-Retrovirus'**

It was a endemic lizard species, mutated into a six foot version of itself. He sucked in a huge breath, realizing that they were not alone. Another lizardman, it seemed prudent to call it so; flanked on it's right side, cutting off his chance of retreat.

'Pack-behavior'

**'Most reptiles are at the top of their respective food chain, kings of their domain.'**

The first attack was from the second lizardman, and if not for his spider-sense he would have crushed in his jaws that snapped at his torso. He leapt out of it's reach and blindly tried to swing his way out of the lab. Miraculously, he succeeded. He stuck on the roof and fired web balls at the first reptile. And then he dropped down on the floor and dashed madly to retreat quickly. Swing after swing, his head was surprisingly very cool. The shock had not yet hit him. He'd never faced more than one 'cross-species' before, and this time the odds were against him. He swung in whatever limited space was available to him, dimly aware of the fact that the lizardmen were chasing after him. He reached the huge old pipe and entered through the hole again, and another pair of eyes gleamed at him in the darkness. He was surrounded. It was either this, or to go back and take his chances with the two pursuers and escape them from a different tunnel. But this labyrinth was supposed to be hundreds of feet long. And he'd no idea how many of those things were out there.

So he pressed hard on his web shooters, and covered the approaching reptile's what he supposed was the mouth. Then he landed a powerful web strike on the creature and dodged it's sharp claws that attempted to rake his body. Avoiding another blow from the tail, he ran across the length of the pipe and appeared out at the clearing, his heart thumping wildly. He took a moment to calm his nerves, and then remembered that the lizard were supposed to be very fast as compared to humans. This forced him to run again, fear fueling his veins. Then the final pack members appeared, dropping off God knows where. But they stood in front of him, and one of them crushed the hand he'd seen earlier.

'It's their feeding place...!' he guessed. But that knowledge won't do him any good.

He was inwardly surprised to notice the pack hunting features. They had three layers of defense; either this or this was yet another bunch of mutated lizards. Whatever the case, he had to fight his way out of the hell hole. This was no time for admiring the creations of nature.

The lizardman on the front regarded him with it's cold eyes which sent a shiver down his body. He was failing badly on body language tactics. He was making sure that he was a prey with every passing second.

'Okay. Diversionary tactics.'

For a second, man and beast eyed each other. He refused to blink. Then he remembered that his eyes covered by reflective lenses. The predators were still hesitant to approach, perhaps by the smell of their counter-parts nearing every passing moment. Then he leapt forward with all his might, and yelled for all he was worth. This sudden outburst caught the lizardmen by surprise, and even they moved back defensively. In that short period of time, he had web zipped through their rank, landing at the entrance of the huge tunnel.

'Move it spidey move it...'

He blindly dashed forward in the darkness. He had to get away from those red eyes. Something snapped at his leg but he shrugged it off and aimed a kick at the unseen opponent. A quivering growl assured him that he'd not missed his target. The lizardmen seemed to be playing with him. He could see the intelligent gleam in those eyes. He shot web balls, but they were wild shots aimed at no one in particular. The dim light that was supposed to nudge him towards the light were not approaching. His heart slowly filled with dread. What if he'd taken the wrong entrance...he had no chance of surviving in this state. He was blind, outmatched and outnumbered.

He was the small Peter here, the five year old boy who was afraid to go into the basement because it was dark. Because his father had his lab in the basement. Because there were spiders in the lab...

The dread had forced him to relive his past, and suddenly he was unsure of his terrible privilege. He'd always thought that his father was working on cross species genetics, but now he could feel the tendrils of doubt rise in his mind. Was he really the product of an accident? Was this all a coincidence?

The sprint across the pipe took him only a few seconds though to him it felt like hours, relying only on his spider-sense to dodge his pursuers in the dark. A little ahead was the edge of the huge chasm like pit. Relief flooded in him at the sight of it. He'd left the hideous creatures behind and now about to escape, like a teenaged superhero!

But something felt wrong as he swung towards it. The sound of the water was very loud. It was like a roaring waterfall. When he reached near the edge he saw the reason in the dim light coming from aboveground. The water was churning in a whirlpool, and the pipes overhead added more to the increasing level.

He stared in disbelief. The chamber was going to flood and the water would enter all the tunnels to flow towards the respective filtration units. He was out of the frying pan into the fire; no, that didn't seem precise for the watery problem.

He finally decided that there was no where he could go except going back to the pumping station, across the so many lizardmen now infesting it. With a shock, he realized that he'd wasted precious seconds standing there. The reptiles were there.

* * *

Two minutes earlier

"What was that, someone was shouting..."

"If you ask me Cap, it was more of a battle cry than a scream."

"Whatever it was, let's investigate. Someone might need help. It could be the doctor, or something else..."

* * *

Spider-Man web zipped to the ceiling of the tunnel. Three pairs of gleaming eyes regarded him. One of them hopped and tried to swipe his claws at him. He fired a web line which connected at the beast's torso, and then heaved it towards the edge. The beast, already having momentum from his jump tumbled forward and disappeared below into the dark water.

The hisses of the lizardman as it disappeared into the water gave him the much needed confidence. He fired two web lines at the remaining threats. They growled angrily and jumped at the walls of the cavern.

'What the-'

His heart skipped a beat as he saw that his sole advantage was gone. They could grasp and climb walls, how could he forget Lizard at his school...

He dropped from the low ceiling and the reptiles did the same. He pressed hard on his web shooters and covered both of them with webbing which he hoped was enough to hold them. The biocable could not withstand Lizard's strength but the true tensile strength of his webbing was supposed to be demonstrated on drying. It doesn't help, when you're inside a sewer and want dryness; and Spidey learned it the hard way. The lizardmen snapped and clawed at him. He evaded their attacks and formulated a plan. The edge of the tunnel was a few feet behind the reptiles. He needed to hit with enough force to push them back. The memory of the fight at OsCorp tower and Lizard tumbling back over the nitrogen tanks assured him that it was not a bad idea. But the small snag was, there were two targets. He could hit one and the other would rake his face.

They had almost broken free, he needed to strike, now! Quick as wind he fired two weblines and attacked with a hard web strike. The lizardman croaked and fell backward, a few flying kicks and it also met the same fate as it's pack-member. **SPIDER-SENSE**

The other lizardman had gotten free and had aimed his huge claws at him. Time slowed down and he dived out of the way just in the nick of time. It opened a pair of wide jaws and lunged at him. He zipped away from it on the ground, and fired web-balls at his eyes that slowed it a little bit but it blindly slashed in the air, close to where he was a second ago.

One of it's claws found his shin, and he cried out in pain. But the cut was shallow, no trouble thanks to his quick healing. For the first time in his life, he thought miserable about how good it would be to have backup. His request was suddenly answered with a huge blast of light and a resulting cry of pain from the beast. He took a few gulps of air and turned his head right. Iron Man was standing on the damp floor of the tunnel pipe at the other end, hands outstretched, the lights unusually bright on his repulsors.

"Hiya Spidey boy, no need of a teary thanks, a warm acknowledgement would suffice."

There was strength in numbers. The confidence mounted inside him at the sight of the Avenger and even more when Captain America followed soon behind. He grinned, but then realized they couldn't see it.

"I was holding good on my own."

"Yes you were, but still...why do you feel like taking the burden of the world on your shoulders. Did you not remember that we asked to to ask for any help you need and you'd get it? It's good to have friends, Spider-Man. And you have some pretty good ones for you."

He had no reply to this, so he turned and went back to examine the lizardman, which now lay dead; the repulsor ray seemed to have almost blasted a hole through it's thick hide.

"I told J.A.R.V.I.S to put extra power in the repulsor. I didn't want you ripped apart."

He raised his head, more than happy on seeing them coming to his aid. Tony Stark, genius billionaire Iron Man and freaking Captain America to his rescue.

"Well, thanks", he mumbled."I wanted to ask, but then couldn't. I don't consider myself to be a team man."

"He's just shy",he heard Iron Man tell Cap.

Then he turned his attention to the more pressing matters. "How come you people are here?"

"Oh same reason as you. We would've been here earlier if it wasn't for Cap taking too much time for dressing up in his spand-"

"Hey, not all of us have an automatic suiting up sort of machine."

"You have an armor suiting gadget...!?" he was impressed.

"Like I said earlier, you haven't seen anything yet."

"Okay let's get outta here then, Mr. Stark. I hope you have a map of this terrible maze."

"I have a file somewhere, but we won't until you call me Tony."

He felt so happy, all tension lost. It was difficult for him to believe that he was running away from mutated lizards a few minutes ago. These people felt just like family. If it weren't for the stupid identity issue, he would have joined them on the first invite. But he wasn't a billionaire to throw "I'm Spider-Man" in the face of the media. He was a vigilante, with cops constantly tailing him.

Together, they turned around to walk away from the tunnel back towards the pumping station. The water had started to fill up. Iron Man flew ahead. He walked with Cap in silence. This made him feel awkward, standing with the greatest war hero. This awkwardness wasn't there when they fought Electro, wasn't when they were at Avengers Mansion. But now,-

His trail of thoughts ended when Iron Man reappeared. "Turned off the water turbine, no need to fear about drowning now." Then they left the tunnel and moved towards the exit.

He attempted to break the silence and asked," Others aren't here...Black Widow, Arrow Man, Dr. Banner..."

"Dr. Banner likes to avoid stressing environments-"

And he suddenly felt stupid for asking about him in the first place. No one would want him to hulk out and destroy everything in the pumping station.

"-both of the spies are currently somewhere in this stupid sewer line. And don't ever let Clint hear you calling him anything of that sort. His public name is Hawkeye. Although I wonder how you managed to remember the beautiful lady's name."

He glared at him within the mask, and retorted,"When you're at the receiving end of her flying kick, you are not supposed forget her name."

"Ah, that makes sense."

Cap shushed both of them."I hear something."

J.A.R.V.I.S responded,"Biological forms 15 meters ahead."

They stood motionless, waiting in the dim light of the arc reactor. Iron Man lit up some lights on his suit."Sorry, some lighting up was needed."

The low hisses turned into growls as the first lizardmen that he'd encountered in the lab appeared slowly out of the shadows.

Cap held his shield in a defensive position and Iron Man just snorted. He looked at him incredulously. Tony seemed to smirk behind the face-plate.

He called out,"It's Show-time, guys!"

* * *

**End of Chapter-6**

**(A/N): First of all, sorry for being very, very late with this chapter. This was written so slowly and so many things kept me from writing you won't believe. It won't happen again I promise, Updates will be regular and once in a week now. This chapter is the longest so far, over 7k words. **

**I apologize for the confusing underground sewer system. Sorry if you lost track of the pathway but it was supposed to be that way. It was from Spider-Man's POV so it had to confusing enough to make you believe that he'd no idea of the place. I hope it makes sense lol.**

**Anyways, thanks for all the love and support. Your precious reviews and PMs motivate me a lot. Please mention if I portrayed the lizard-men convincingly. I had to stop myself from writing 'he' instead of 'it' many times. :D**

**Leave a review to let me know what you thought of this chapter. Your appreciation/criticism/suggestions help me a lot. Until next time, then...**

**Hit the Review Button**

* * *

**Up next on The Amazing Spider-Man:Team Up-**

**"What's that, Agent Romanoff...your voice is breaking-"**

**He looked apprehensively at Iron Man. The thought of 'skilled' humans still down there wasn't a bit comforting. They stood no chance against these things.**

**"-what...lizards...giant lizards around manholes !-**

**He felt a pang of fear arouse inside him. The reptiles couldn't be allowed to escape into the city. Even Connors was human. However, these were not.**

**"-listen, you need to fall back. There are so many of these things that alone, we don't stand a chance. You get the hell out of there right now. Don't engage with those things. Don't scorn them. Don't attract attention to yourself. We're coming at...your location in approx three minutes."**

**He could see the grim look on his face even across the face-plate. "They're in trouble."**

**Cap nodded and replied,"Quick, we don't want to waste more time. Stark, lead the way."**


	7. Lizards, Lizards Everywhere!

Previously, on The Amazing Spider-Man: Team Up -

They stood motionless, waiting in the dim light of the arc reactor. Iron Man lit up some lights on his suit."Sorry, some lighting up was needed."

The low hisses turned into growls as the first lizardmen that he'd encountered in the lab appeared slowly out of the shadows.

Cap held his shield in a defensive position and Iron Man just snorted. He looked at him incredulously. Tony seemed to smirk behind the face-plate.

He called out, "It's Show-time, guys!"

**Disclaimer: I do not own any of the characters. All rights go to Marvel.**

* * *

"One thing is sure. We have to do something. We have to the best we know at the moment...; if it doesn't turn out right, we can modify it as we go along."

— Franklin D. Roosevelt

* * *

**The Amazing Spider-Man: Team Up**

**Chapter-7**

**Lizards, lizards Everywhere!**

* * *

**Location: Underground Sewer Line**

Spider-Man felt a kind of exhilaration fighting with Iron Man and Captain America. The lizardmen snarled and attacked. He and Cap charged them, trying to force them on the defensive. Teamwork came to them naturally. Spider-Man covered the lizardmen with his webbing and Cap arched himself and threw the circle of vibranium towards two of them. The shield struck, and made even the cold blooded reptiles dizzy. Then before they could break free, Spider-Man landed a powerful web-strike on one while Cap bashed the other one with his shield. The attackers crumpled into heap.

He caught Cap's eye and he smiled at him. His heart filled with warmth on his approval. He suddenly remembered that there was supposed to be a third lizardman. He whipped around to check for any threat.

Iron Man stood a few feet ago, making a huge show of attempting to stifle his yawn. Besides his feet, a motionless lizardman body lay, smoke curling off its charred head.

"What? I got bored seeing your rather long 'melee' fighting."

He spoke up automatically," But we got them in just about...thirty seconds, that when we only knocked them out, not blast them into oblivion."

"I did three seconds, and wasted twenty seven admiring your outfits."

He was about to say something, but Cap interrupted him," That's Tony for you. He can never be impressed enough.-"

But he lost Cap's next words as a new theory began to form in his mind. He spoke slowly, trying to get them to understand. "What if Connors set his lab purposely near the plant? What if the whole population has been exposed to it through the water? He wanted to convert everyone into lizards, and he went for the direct approach of using the Ganali device. What if he had a backup plan in all this?"

Cap replied seriously," I don't think he succeeded then. What did you see that has got you to think about a backup plan?"

"You won't believe. The apparatus, the machines there, everything was in perfect order. The computers were up and running. He had managed to get even a generator down there. All sort of weird pipes going down into the pipe lines add to my worries."

"I still think if there was a backup plan, we'd have known by now."

Iron Man made a disgruntled sort of noise. "Of course we'd have known. We would have noticed if we all turned into lizards. And even if this was a plan or accident, lizards instead of men have been subjected to it. Besides, let's get our heads together back at the Mansion, shall we...I want to get out of this unpleasant environment as soon as possible...Now. Let's just contact Natasha and Clint to- wait it's her. Found the common sense to contact a prince for the rescue."

"What's that dear princess-ah sorry, Agent Romanoff...your voice is breaking-"

He looked apprehensively at Iron Man. The thought of 'skilled' humans still down there wasn't a bit comforting. They stood no chance against these things. He waited, curious to why Fury had sent normal humans into danger.

"-What...lizards...giant lizards around manholes!-

He felt a pang of fear arouse inside him. These reptiles couldn't be allowed to escape into the city. Even Connors was human. However, these were not.

"-listen, you need to fall back. There are so many of these things here that alone, we don't stand a chance. You get the hell out of there right now. Don't engage with those things. Don't scorn them. Don't attract attention to yourself. We're coming at...your location in approx three minutes."

The grim demeanor oozed out of his armor. "She's in trouble. No idea where Barton is.", he announced flatly.

Cap nodded and replied, "Quick, we don't want to waste more time. Stark, lead the way."

They fell into silence besides each other, and moved even deeper into the dark sewers, the only light coming from Iron Man's suit. No one spoke a word, the urgency of the matter demanding it.

They continued deeper into the Lizard's maze, the heavy silence broken only by their footfalls or by an occasional drop of water. He realized with a jolt that they'd completely forgotten about Connors. He was larger, and more dangerous than any of these six footers. The thought of Connors moving unchecked in the sewers, now barely human was enough to make his skin crawl unpleasantly.

After what seemed like a million hours, Iron Man held his hand up in a warning, and muttered," I'll go ahead, blast them to smithereens. I am getting Clint and Natasha's signal 45 feet ahead in some sort of gap. There are again three of the lizardmen up ahead. What is with the three..."

Cap whispered," Right, then we'll both go and take the advantage from your sudden attack to rescue them both."

Spider-Man zipped himself up on the ceiling, and crawled ahead. He heard Iron Man snort. "Of course, spiders have their own way of travel."

They moved fast, Iron Man in the lead. The dim cavern lit up in the bright lights of the suit and it revealed, nothing. For a moment they all continued to stare around the cavern, minds full of excitement and worry. There was nothing. Not a single lizardman, and no Black Widow.

"The signal is still here, but they seem to have disappeared. Maybe the accuracy of signal is reduced in this place. JARVIS, do an infrared scan of the whole area and find those slimy-"

**SPIDER-SENSE**

He never got to complete his sentence as the lead lizardman attacked, appearing out of a dark corner. Soon they were surrounded. He was still hidden to the lizardmen, he hoped. The alpha of the group attacked Iron Man and pinned him to the ground, and he shouted all sorts of words at it, while Cap was surrounded by the remaining two. He held his shield and bashed it hard at the mouth of the first one who attacked. The other one snarled and tried to get around him. Meanwhile, Spider-Man crawled away, hoping to find the remaining two Avengers. The other two Avengers were able to hold their own, that much he was sure of. He crawled away till the sounds of the struggle seemed distant, and landed on his feet hard on the damp sewer floor. A few meters ahead, a dead lizardman greeted him, eyes having a hollow, but a deadly look nonetheless. He looked cautiously, assuming someone would be there. There was.

There was a sort of a ledge there, and Black Widow was there, still seeming noxious like their previous encounter. "Hey." he said lamely.

She put a finger to her lips, and beckoned him forward. The words were barely a whisper in her mouth."There are more of them ahead, wandering aimlessly and killing everything in their path, even their own kind."

He blurted out the uneasy question that had been forming in his mind for a while. "Where's is Hawkeye?"

"Don't know. We split up, He could be anywhere in the underground. Is Stark also here?" she ended feebly.

"Yes, but you-you split up, here in the sewers!"He asked incredulously."Were you hoping to contain Connors single-handed?"

"No, we're just a lookout. Once we find him, then we direct our full strike force on him." Her voice wavered.

"What happened to you? Are you okay?"

"Can't you see I'm injured you idiot?"

It was then that he noticed a huge gash at her side from which blood was flowing freely. She'd tied some cloth to prevent bleeding, but it hadn't worked very well.

"Sorry, low lighting y'know. Wasn't paying attention."

He helped her jump down. She leaned on him, but balanced herself eventually. The sudden jolt made matters worse and the blood started to flow freshly from the wound.

He muttered, "Look, I'm going to cover this with my webbing. It'll sting a bit, but will be good for now, until we get you medical attention."

She nodded, and only let out a small gasp as he pressed on his web shooters and covered the nasty looking gash.

They paced back slowly, Spider-Man at her side, helping her to move. Desperate to break the eerie silence cavern, he attempted a conversation.

"So, what's a nice girl like you working in an international espionage organization?"

"I've snapped men's neck for saying less to me."

"I didn't mean anything by..." he hastily mumbled."Well, since we both have to fight together without my consent, we should probably get to know each other." He grinned inside the mask. Maybe getting her snap was not a good idea, but still he wanted to get back for all the SHIELD nonsense.

"And what would you know of me?"

"Well...where're you from, by the way?"

"Stalingrad."

"Oh yeah? I...I know nothing about Stalingrad. Except the WWII."

'Pretty cool attempt at a conversation Parker.'

When they reached the dead lizardman he'd seen earlier, he asked," Is this your handiwork?"

"Yeah, bastard got lucky; otherwise I'd have faced ten of him without breaking a sweat."

"Sure you'd have."

"Was that an insult?"

"No, no, I wouldn't dare..."

* * *

Iron Man scrambled free of the lizardman who was slashing, clawing and biting at his every inch. "This stench will take weeks to go. Just quit the hunting will ya!"

He kicked it hard which did nothing except making it angrier. He accidentally engaged his thrusters and blasted upwards, where his helmet cracked the ceiling rather noisily.

'OW'

The lead lizardman continued to snarl and attack him. He'd had enough. He raised his hands and the blinding repulsor ray blasted a hole through it's open jaws and splattered dark blood on the sewer walls.

He shouted a lot of obscenities at the reptile in his mind and turned to see how Cap was faring.

Cap hit his shield at the two remaining lizardmen again which rebounded back into his hands. He then moved forward swiftly knocking the beast down with such a powerful strike that he almost felt sorry for the poor animal. Suddenly he was chilled to the bone as the second lizardman leapt at Cap, jaws open and claws ready to rip his insides out. He let out a hoarse shout."CAP, TURN AROUND!"

"JARVIS, SUIT UNIBEAM!"

Everything slowed down. Captain America had made one of the creatures dizzy, but suddenly he felt a huge weight on his back and got pinned on the floor. He could smell the slow breath of the animal. Using the strength coursing in his veins from the super soldier serum, he heaved and the reptile tumbled back. He whipped around gracefully and struck it with the edge of his shield. Next second, the brightest blast of white light had made the creature history.

Then he felt a little creepy. He groaned inwardly. he'd forgotten the last one. He did a one eighty and found himself staring into the small slit like eyes of the third lizardman. Apparently, after witnessing the fate of its companions, it was a little hesitant to approach him. An arrow came out of nowhere and stuck in its head. He stepped back swiftly, and it still seemed to be struggling. But it swayed a little, and fell with a loud thud.

"Well, that was close", Tony called out.

Cap smiled and gave him a thumbs up. They both turned around to see Clint Barton running towards them. He came to a stop near them, hands on his knees.

"So many of those things out there...I killed 21 of them today...can you believe it? 21!...escaped them somehow or they'd have shredded me apart. What are these animals anyway?"

"Er- left over from Connor's cross-species serum plus lizards of the underground."

"Excellent! As if one Lizard was not enough...did you find Natasha?"

"Uh, we're going to do just that when we're ambushed, or rather hunted by these things. And then Cap and...wait, where is Spider-Man?"

* * *

"Right here...and look I found her."

He approached the Avengers, relief plastered on Arrow Man's, no, Hawkeye's face. Then Iron Man piped up," How adorable, our little spider finds the black widow."

The aforementioned person glared daggers at him. "You're lucky I'm weak now, Stark. Otherwise you'd be dead!"

"Making the most of the opportunity, Nat." She didn't say anything at the use of the nickname.

He blurted the question again."Don't you spies have first-aid equipment? And why did you split up? I thought shield guys were supposed to be all clever and James Bond type."

Cap gave a loud snort which he converted into a cough at the looks of his spy friends.

Suddenly Iron Man clapped his hands and echoed, "Guys, many objects are coming from that end, biological. So we better get out now. Tell Fury that the mission failed blah blah blah."

He agreed. That was the most welcoming thing he'd heard today.

* * *

**Location: Avengers Mansion**

The small gathering at the top floor of Stark tower was turning into a heated argument with Director Fury at one side and the Avengers at other. Spider-Man hung upside down, watching the proceedings with a amused sort of curiosity. These were the guys who'd saved the city from an alien attack. But they had no air of superhero-ish attitude around them. Then he must be a normal person too, he mused.

"Okay for the last time, Agent Romanoff...we'd no idea of what was waiting down there for you both. Had we known, do you think we'd sacrifice our best recruits?"

"Yeah sure, that's true. You'd never have sent us because we know you'd have never sacrificed your 'best recruits'."

He let go of the webbing and somersaulted down. "Hey guys, get a break. We're drifting off topic here. What about Connors?"

"What about him?" Fury asked.

"Well...uh, don't you want to find him now? He might have some control on these things maybe, because when our friends were tiny lizards, they practically worshiped him."

"That amazing plan of yours has a flaw, spiderboy. He's out of control, haven't you guessed that much by now?"

"It's better than sitting here and arguing about him.", he shot.

Steve held his palm up and said sternly," Stop it, both of you. Director, he has a point. Our priorities lie on Connors. He can't be simply left alone."

Fury sighed in resignation but he still replied," Unless he does something, we can't do anything Rogers. The major problem is the army of mutated lizards that are out there."

Tony added sarcastically." Sure, and their creator is child's play of course, two spies can tie him up nice and good. Am I right, Director?"

"I understand your concern Stark but right now, we need to focus on the greater problem. We can't have those animals loose in the city. From your observations, they're pretty close and would pour out of the manholes any minute. But I need to know, how and why are these things surfacing now? Three months have passed since the Lizard incident-"

He and Tony both cried out," Hibernation."

Fury looked like he'd just swallowed something ugly. "How can you be sure?"

He and Tony shared a knowing smirk. "With the temperature dropping to below 280K in New York, their deep underground habitat has become highly unsuitable. If we compare the situation using Bergmann's rule, we find that we're lucky. If not for their size they'd already be roaming on the streets of New York."

"You lost me there, Stark."

Spider-Man spoke up this time. "Director, suppose that the lizards changed into these bigger versions of themselves around the Lizard incident. If this was a slow process, they'd already be above-ground for their winter sleep. Imagine what our turmoil would be if the creatures transformed 'after' the temperatures dropped...Bergmann's rule states that within a broadly distributed taxonomic clade, populations and species of larger size are found in colder environments, and species of smaller size are found in warmer regions. This has given us some time to recoup."

He looked around the room, and saw a morose look on everyone's face contemplating the problem.

Steve stood up from the couch and said," Alright everyone, the first requirement. What should be our strategy?"

Fury paced around the length of the room and muttered," We can't cause an alarm right now. We need to wipe them out. Spider-Man, you said you had the antidote?"

"Yep" he held up the shiny tube containing the serum.

"Stark, can you make some kind of dispersing bomb which we can release into the sewers?"

"Yeah, but will this work on non-humans? And do you want to pollute the city's water with this?"

"It had no effect when he dispersed it all over the city. Why would it have now?" Banner asked.

Spider-Man interjected," But still, it's not a fool-proof method. This is not one Lizard we're dealing with. I personally feel that we should issue a warning for all civilians. Before they escape, we'd better-"

"It's too late" Tony uttered, in a dangerous voice. "JARVIS, show them."

Many holographic TV screens appeared in front of them, a single headline all over the news. 'HUMANOID LIZARDS WREAK HAVOC.'

Fury cursed under his breath and barked orders to someone at SHIELD.

Clint asked," Which area?"

"Meatpacking district." Natasha replied softly.

Fury, for the first time in Spider-Man's experience, was at a loss of words. He spluttered heavily.

"Already four people have been killed and their bodies taken into the sewers! We need to do something. NYPD is helpless. Reports say that even after being shot in the head, one of the lizardmen continued to attack for 30 seconds before dropping dead on its ugly-"

"Slow nervous system", he muttered.

He wanted to go out and do something. But they had no plan whatsoever against nature. Connors had been completely forgotten in the present turn of events. Things were definitely on the bad side.

* * *

Director Fury had gone off to take important measures to warn people against the threat. The Avengers, along with Spider-Man were waiting for any possible solution to this disaster.

Bruce thoughtfully uttered," What worries me, is how they're always in groups. Intelligent predators. Pack behavior."

Tony snorted. "Pack behavior...what are you raving about Doc? This is no Jurassic Park movie. These are common species of lizards mutated into sinister threats."

Bruce retorted back."Well, how will you explain it then...always three, alpha in front, other two cutting off retreat."

"And since when did lizards form packs? The ones we encountered must probably be buddies or something. Sorry, but I don't believe in lizards making groups and hunting. It's just plain wrong."

Clint said flatly,"Well Tony, the evidence speaks for itself. Maybe the serum changed their normal behavior."

Steve added worriedly,"You should have seen the way they ambushed us. It adds to the trouble though."

Spider-Man listened with bright interest as Steve asserted his own ideas. "The first thing we need to do is to warn all the people. They should avoid nightly ventures. Those predators are hopefully nocturnal and will abstain from hunting in the daytime. In the meantime, scientists at SHIELD could try to make an antidote; while we try to find Connors. Your idea has merit, Spider-Man. He could have control over them. Maybe, when his lizard side calms down, his consciousness returns and we can hopefully bring him in."

"That all rests on hope and luck, Cap", Clint stated seriously.

Spider-Man shook his head. "How do we intend to protect other people? I mean, keeping them shut in their homes will hardly help."

Bruce added in a matter-of-fact voice," Yeah, and this is a problem that we can't afford to ignore. It's confined now, but it'll spread whatever we try. There will be lizardmen loose in the city, and we can do nothing about it."

Natasha replied," Well, what'd you do if you were a normal guy and came up against a lizardman?"

"Run like hell", Tony sneered. "Or, the better option would be to insult its mother and run, because that'll give you an edge..."

"Wait", Clint asked, grinning from ear to ear, "How would insulting its mother, that is Connors, would do any good?"

"It's all about body language Clint, haven't you seen that video where guys run off with meat right under the noses of lions? Shouting and insulting will help a lot on the psychological level."he finished seriously. Then the everlasting smirk on his face returned. "And Connors is not its mother. He's more like an adoptive father. I'm talking about its biological mother-"

"Stark shut the hell up. There has been a bad development."

Director Fury had returned. Spider-Man braced himself for another onslaught of bad news.

"Any other sightings?" Natasha asked in her quiet, deadly voice.

"No, but, the Lizard attacked a school, and took his son Billy into the sewers."

He blurted out," He has a family? He never told me..."

Fury's eyes immediately got all sharp and he swooped on him like a bird of prey. "And why would he tell you?"

He mentally cursed himself for the slip, and then amended smoothly," We've met once, and he never mentioned his family."

He hoped Fury would buy this explanation, of him being a random over-excited teenager meeting the famous scientist. Thankfully, Tony interrupted.

"What is with the schools he attacks?"

This diverted Fury's attention and he said," I think his Lizard self didn't want to go back to his wife Martha. They separated a while ago. But I think he wanted his son back. His friends have brought it to our attention that he came to meet him, but that was before the Lizard incident; so naturally, that might be the only explanation."

Bruce raised his eyebrows. "Family problems huh? Anyways, this event further solidifies our hypothesis that his conscious is still not fully over-ridden by the Lizard. We can hope to get to him."

Spider-Man couldn't help feeling sorry for the guy. He again felt a pang of guilt, for he had given the decay rate algorithm to him. He wanted to set matters right himself, and save the boy Billy.

"Uh guys, it's getting late, so I have to er, go."

Steve responded with a smile."Of course. We'll be here if you want any help."

"Bye then."

He went out on the balcony of the tower and perched on the boundary. He knew that SHIELD's approach would be to curb the lizardmen, and not the Lizard. He'd to find him, alone. Whatever anyone said it was his responsibility, and Curtis Connors needed his help the most right now.

"You know, you can't hope to sort everything right yourself, Spider-Man."

He whipped around. Natasha was standing there, a look of concern on her face.

"Don't worry about me. I don't need your help. I've seen enough of your tactics", he didn't bother to remove the hardness in his voice.

She shrugged and continued," You may have a wrong opinion of me, but I was only acting as per the protocol. You are a potential threat."

He laughed mirthlessly. "And what are you?"

"I am a threat, too. We need to know who's on our side. But past things aside, you should not try to confront the Lizard alone. The scientists at SHIELD will work an antidote. Problem solved. Do not fret over this."

"As I said, don't worry over what I do. If I don't go, he'll kill his son. Or,...turn him into a lizard. You didn't hear him. I did. He said,'This is no longer about curing ills, this is about finding perfection.' Anyways, don't consider me a threat and reconsider your strategies. Good night."

He kicked hard and dropped a hundred feet before firing a web line and swinging away.

Behind him, Natasha mumbled, "I hope you won't do anything reckless that you have to regret..."

* * *

Peter got back home just in time to prevent Aunt May's wrath. She smiled from the kitchen." I was beginning to get worried. Nice seeing you being responsible for a change. What'll you have for dinner?"

"Uh, mac cheese will do."

He rushed through his dinner, every second's wait making him feel even more guilty. However, when he'd wished her good night and went back to his room for the night, he sprang into action in a flash. He locked his door, a trivial but mandatory precaution.

A rustle of clothes, and he was back into the familiar red-blue tights. He threw the mask on the bed, for it had a tear all over the neck line where a lizardman had got lucky. He took out a briefcase from under his bed, and pulled out the spare mask from inside. Satisfied, he ducked out of the window, and Spider-Man swung away into the night, a single thought in his mind.

'I have to stop him again...don't worry doctor, don't worry. Help is near.'

* * *

**End of Chapter-7**

**(A/N): Hey, hope you enjoyed it. What is a good Spider-Man story without the sewers huh? :D The lizardmen have just started to invade New York, and Peter has to face the Lizard yet again. Thanks to everyone who read the story and have stuck so far and motivated me with all the appreciation. **

**In the meantime, while I'm spinning a big plot(pun intended :D), I would like to ask you to give your suggestions for the next Spidey mainstream villain to appear in the story.**

**Like always, I look forward to your reviews/PM s with all those brilliant ideas/suggestions/criticism for the story. Also, tell me what you thought about this chapter. So, thanks for reading and be sure to take a few extra moments and hit the review button. Until next time, then. :)**

* * *

Next Up on The Amazing Spider-Man: Team Up -

"Whoa dude...what are you supposed to be, fire boy?"

"A few years away from the city and people stop recognizing me!? Well then, Spider-Man, people call me, 'The Human Torch'. Proud Member of the Fantastic Four. At least I have the decency to recognize you from the news!"

"That's the best name you got? And wow, I remember. You work with Mr. Reed Richards?!"

"It's always about Reed isn't it...why is everyone so geeky..."

* * *

Chapter 8 next week, and Spidey might need help from the FF to sort out the Lizard.

**P.S- I guess many of you should have caught the Web of Shadows reference lol. **


	8. We All Have Our Demons

Previously, on The Amazing Spider-Man: Team Up -

A rustle of clothes, and he was back into the familiar red-blue tights. He threw the mask on the bed, for it had a tear all over the neck line where a lizardman had got lucky. He took out a briefcase from under his bed, and pulled out the spare mask from inside. Satisfied, he ducked out of the window, and Spider-Man swung away into the night, a single thought in his mind.

'I have to stop him again...don't worry doctor, don't worry. Help is near.'

* * *

**Disclaimer- I don't own any of the characters. All rights go to Marvel.**

**Note- Thoughts- '-'**

**Flashback- 'Bold'**

* * *

"Life is not easy for any of us. But what of that? We must have perseverance and above all confidence in ourselves. We must believe that we are gifted for something and that this thing must be attained. "  
- Marie Curie

* * *

**The Amazing Spider-Man: Team Up**

**Chapter-8**

**We All Have Our Demons**

* * *

Spider-Man made his way to the sewer access point he was becoming so familiar with. Thankfully, there was no sign of any lizard-man around, despite his assumption that they were nocturnal. He wildly tried to convince himself that this might be due to Connors being there. He slipped the heavy lid, and dropped down into the dark underground.

If day time was dark, the night was absolutely hellish in the sewers. The darkness did itself justice, and he was reminded why everyone feared the dark. This time, he was prepared. He took a small flashlight out of his utility belt and the cavern lit up, giant shadows skirting across the gloomy walls.

He moved forward, and took out a map of the underground, which he'd asked Tony for. He moved swiftly towards the makeshift lab again, trying not o make any noise. The silence stretched on, and he found himself debating again whether this was a good idea.

He got to the huge room fairly easy this time, with the help of the map and the comfortable advantage of being familiar with the area this time. His mind was jumbled with thoughts as he made his way across the labyrinth like sewers. He wondered if Connors was really turned into an inhuman monster this time. But another voice of reason said that he would not have taken his son if that were so.

When he reached the big room he'd been into last time, a wave of anticipation hit him. Surprisingly, he'd not seen a single lizardman on his way. This meant something sinister. Something fishy.

'Shut it Peter, consider yourself lucky and move on.'

The floor ended and he found himself knee deep into the water. He waded through it, painfully aware that he was making too much sloshing noises. Ahead was the tunnel in which there was Connor's makeshift lab on the left side. He could hear low snarling sounds in the distance, and a few hisses too. In his curiosity, he forgot that he should have went stealthily on the roof, and not bursting there, waddling in the midst of lizardmen. Naturally, the thought didn't come to his mind.

The snarling stopped abruptly, and he paused in his movements, straining his ears to get any indication. All he got was a stretching silence, that only meant trouble.

ROAR

He jumped back, shaken to the core as the Lizard emerged, about fifty meters ahead. He could tell the lab was there. He leapt back, swiftly moving away from him. The Lizard growled and snarled and ran heavily towards him. As he approached nearer, he noticed the many changes. He had a snout. A freaking snout! Fury was right, Connors had developed into something more beastly.

The nine foot tall Lizard opened his jaws wide and the one-two inch long serrated teeth seemed to mock him. Surprisingly, his spider sense had not tingled and he was beginning to worry. The Lizard turned towards him, watching him intently.

"Doctor, you'll be alright. Just-"

"Leave me alone, Peter. I do not intend any harm to you."

The voice was raspy, and seemed ancient. It sounded nothing like Connors, and he was troubled by the weariness and remorse in the man's, lizard's, voice...

"I just want to help, you don't want to do this." He moved closer, holding his hands in what he hoped was a peaceful gesture.

"NO."

He was shocked by the outburst and Connors made a hissing sound. He heard growls behind him that sent a chill down his spine.

"You shall leave me alone, Mr. Parker, if you know what's good for you." And he went back into the lab.

He turned slowly, dreading it. Two lizardmen bared their teeth at him, flanking each other and looked ready to tear him apart.

Thwip thwip

The mouths of them covered, Spider-Man zipped himself up to the roof. Below, the lizardmen clawed at the webbing. He fired a web line which connected, and yanked heavily. Then he dropped from the roof and planted his feet on it's head. Releasing his entire strength, he punched it with so much power that it fell on it's back and moved no more.

'Wow, Gwen is right. I shouldn't hold myself back. Didn't know I'd so much power.'

"Alright, next!"

A flurry of punches ensued between him and the lizardmen, the latter relying on wild slashing and biting. In the end, he kicked it heavily ion it's chest. The lizardman went off balance and hit the wall. He barreled towards it and pinned it to the wall, pressing hard on the web shooters. The reptile was covered, with only it's mouth free.

"No escape this time pal, I've given you no room to move your manicured nails."

Job done, he crawled up the wall and continued to Connor's lab. So his idea could work. Connors had some control on these things.

Hesitantly, he entered into the lab. It was the same like earlier, but cleaner and with a jolt, he saw the formula being prepared in a container. The screen read, CROSS-SPECIES 22:49:08 and counting down.

He was indeed planning to turn his son into a lizard, the formula needed a day to prepare so he assumed that he'd enough time. He smiled, remembering that the antidote just needed an hour. He had an advantage over Connors.

He moved further, and saw a patch of blond hair. He decided that it was Billy that Director Fury was talking about. On moving closer he realized that the boy was asleep, or unconscious, laid gently on a cloth.

"I think I made myself clear, Peter. Leave me alone."

He whipped around. Lizard stood a few feet apart, eyes full of misery. He pitied the man.

"Dr. Connors, you don't need to do this. I've the antidote. You can go back-"

"NO, I've nothing left in this world except my son. When I turn him into a free creature, we both can live peacefully. Just go away...the dose of cosmic energy has made me vicious, but I can keep my mind, and CONTROL OTHERS'."

His mind processed what Connors had said. Controlling others, definitely his brain was addled by the cosmic radiation.

"I can control my people. I can even control your mind, the 'lizard side' of it. I can make your most primal instincts take over. Now leave us alone, I will do nothing to harm you."

"People are dying! Haven't you learnt your lesson? If you can control these things then stop them!"

Then a curious feeling washed over his head. It was as if every rational thought was being erased slowly. 'He's doing it! He can really do it!'

He shook his head to clear his mind, but he was losing control. He wanted to run away somewhere. He wanted to scream, do something but as the Lizard said, his 'lizard side' was slowly taking over. The sense of control washed away from his limbs and he found himself obeying the bestial side of himself.

He struggled with his words. "Doc...don't do this...he's your son...he has a...right to live..."

The Lizard directed his piercing gaze on him. "Go away, Peter Parker. I regret this."

The urge to go away was so strong that he could do nothing. He helplessly walked away, concentrating hard to stop himself, but his efforts were in vain. Finally, the last wisp of rationality was wiped from his mind, and his mind blacked out.

* * *

He was aware of the wind beating hard on him. His head felt like it'd been split open and mangled. Slowly, he gathered his thoughts enough to force him to concentrate on what he was seeing.

He was on top of a building, and when he realized it he nearly lost his grip on the pole he was perched on. He felt oddly light, and wondered what could have been the reason for it. It was as if there was a fog in his mind, which was dissipating slowly. He forced himself to think rationally.

His name was Peter Parker. He said it aloud just to convince himself. This had a good effect and helped to clear his mind. He was down in the sewers. But he did not remember anything after that.

**'I regret this.'**

The memories flooded back as if the dam holding them was broken and he had a hollow, sinking feeling in his gut soon after. The Lizard had did this to him. He'd somehow, managed to control him and send him away. No, not control. He had gibbered something about primal instincts, which meant that he had removed his self-control and aroused his most basic, carnal instincts. The thought sent an odd shiver through his body.

So he had supposedly acted on the fight-flight-fright habit, and suddenly he had a mad desire to go hunt some prey. He took a few deep breaths.

'Calm down...you are in full control...'

Just then there was a bright flash and something big, something burning streaked past him, surprising him beyond his thoughts.

"HEY", he yelled out in reflex.

The figure turned in mid-air and laughed. It was a man, and he was on fire!

"Whoa dude...what are you supposed to be, fire boy?"

"A few years away from the city and people stop recognizing me!? Well then, Spider-Man, people call me, 'The Human Torch'. Proud Member of the Fantastic Four. At least I have the decency to recognize you from the news!"

"That's the best name you got? And wow, I remember. You work with Mr. Reed Richards?!"

"It's always about Reed isn't it...why is everyone so geeky..."

He goggled at the swirling flames and couldn't believe it. Like so many odd things that had happened to him today, this managed to kick the floor underneath him. How could he forget the most intelligent man on earth? The Fantastic Four had caused a stir few years ago that he remembered distinctly.

"I, uh- sorry, but I forgot your name Torch..."

"Johnny Storm", he popped off, with an air of irritation that obviously suggested that he was not happy at all.

"Yes, er- Johnny Storm, right...so, what're you doing here after all these years?"

"Well, we just came back...so I was exploring and..."

"And?"

"The news. Took a leaf out of your book...it's been really long. I am going to scorch some lizards."

The mention of lizards revoked his worries. His ultimate priority at present was curing Connors and saving his son, and not having a night-time chat with the Human Torch.

"Okay, nice of you...okay then, I guess we'll be meeting each other often, this is not a big city for people like us."

"Wait, you haven't told me what you're doing here at midnight. Another hero mission?"

He recognized the superhero-ish attitude that he'd hoped to find in the Avengers and did not. Johnny seemed to be that kind of guy with lots of girlfriends and a huge fan following.

"Same."

"Well, maybe we can both work together. Like to team up?"

"Where are the other members of your group?" He couldn't help asking.

"They sort of do things only in the academic field now-a-days. But I'm always ready for action. Care to share, huh? What's the plan for today?"

He was a little nervous around the guy. He didn't know why but he he didn't want him with him down in the sewers.

"I'm going down in the sewers, and I don't think your torch will burn in the water there."

"Point, but still you're not going in the water necessarily."

"No, not necessarily. But forced into it a lot."

After thinking for a while, his flames glowed brighter. "Count me in."

He groaned.

* * *

**Location: Underground**

On the way, Johnny had bombarded him with questions on his past and his powers and God knows what. The guy fired off quick questions like a interviewer, and he winced when they reached the part about the Lizard and Captain Stacy.

Johnny seemed to sense his discomfort and quickly strayed away from the topic. He'd extinguished his fire, revealing a cool suit with 4 over the heart. He noticed the handsome face he had and his well built body. Johnny was everything he considered he was not. He wore his identity with pride, as the popular guy, not like someone the run from the law.

A little while later Johnny put his palm alight, for additional light. The beam of his flashlight was dimming slowly, but considerably fast enough to alarm him. He honestly felt that they're in the Medieval Ages, and he was loitering in a maze, with nothing but a torch with him!

So far so good. He had not planned anything to do once they got back to the Lizard. He dreaded another 'lizard-brain hypnotizing' from the Lizard. The antidote felt heavier with every foot fall, reminding him how hard a task it could prove to be.

The walk turned out to be a quick affair with the company of Johnny. He was slightly miffed by him but having someone behind your back felt safe. Once they got to the lab, he let out a sigh of exasperation. It was deserted.

* * *

The area was abandoned by Connors, and he'd taken all the equipment with him too. That should have taken him plenty of time.

"Johnny, what time is it?"

"Don't know. Don't have fire-proof watches. Why?"

"Okay fine...", he assumed that about two hours had supposedly passed since Connors sent him away. He wouldn't go far with his son and the equipment. So the only plausible solution was to leave the matter today and try again tomorrow. He was sure that the danger was too much at night, even for two heroes.

"We can't do anything now. Let's go back."

"Hey, don't you want to search for the guy?"

"Yes, but we'll be wasting our time now."

"No. We'll not be. Let's continue ahead, I'm sure we can catch up with them."

"Why are you so...reckless?"

"I'm as awesome as that. That's what makes me hotter than you."He grinned.

"You do realize that if you are hotter than me then it means that I'm cooler than you." he said, folding his arms.

"Point. So are we going or not?"

He sighed and nodded meekly. Johnny clapped his hands and said," Perfect. So where do you think Mister Lizard might be headed?"

"Your guess is as good as mine."

"So what now?"

"Argh, how should I know?! All we can do is to traipse in the sewers, hoping to find him by chance."

"Should I call for help?", he asked, pointing his finger at the 4.

"This time? Do they even know you're out here acting all cocky..."

"Hey relax, you'll live longer...and, no...they've went to some government top secret spying headquarter."

"Shield?"

"Yeah, ok let's calm down shall we? Focus on the problem at hand."

"It's you who is so puffed up, hot-shot!"

He didn't know where his anger was coming from. It was just like he'd found someone on whom he could vent his pent up frustration. He took a few calming breaths and mumbled," Let's find them."

Johnny wanted to protest, but didn't say anything and nodded. They continued to navigate the dark maze, and he took it as a good sign that lizard-men were not around. It meant that the Lizard was lurking nearby, either waiting to strike or trying to get away, as Connors as told him that it was not his intention to harm him.

They reached a place where there were two tunnels, going in opposite directions. He closed his eyes at once and concentrated on his spider-sense and his heightened senses to check for any vibrations.

"I say we go to that one, I can feel something there."

Johnny shook his head. "I say we split up, we'll have a better chance."

Even the thought of splitting up was way stupid. He wondered whether Johnny was joking. Sadly, he was not.

"No, we should go there. I trust my instincts."

"Instincts?" He let out a disbelieving laugh. "And does it say 'Spider-Man's side-kick' on my back?"

"Okay then, you are free to go wherever you wish."

"...fine."

"Fine. I will search myself, like the...The Fantastic One!"

Johnny gave him a dirty look and stormed off to the first tunnel. At the entrance, he glanced back over his shoulders and shouted,"Now watch the master at work, Spider-Man. I will flush him out of hiding. FLAME ON!"

Shaking his head, Spider-Man zipped himself into the second tunnel. His mind was threatening to burst, and he was surprised at himself for letting anger get the better of himself. Johnny seemed like a good guy, only a little over the top but he also seemed to come up with new ways to irritate him. He continued wearily into the darkness, trusting his instincts and hoping to find Lizard.

The silence that had covered the dark tunnel was more profound now that he was alone. He secretly wished he hadn't sent Johnny away. Clearly, it was always nice to have back up. Every once in a while, the loud whisper of pattering drops served to shake him and alert him to his surroundings. The deeper he moved into the tunnel, the more he grew conscious about his predicament. The pleading face of Connors swam in his mind repeatedly. He paused and shifted to the right, his supernatural senses having detected a disturbance.

Without warning, the wall shattered into a million pieces as the nine foot high Lizard clawed through it. He forced himself to move, but the Lizard was faster. He was grabbed and thrown violently across to the opposite wall. His breath was knocked out of him as he slammed into the wall, and slid down onto the ground. The creature roared, a terrifying, different sort of roar that he'd came to expect from the Lizard. Then he caught his eye as he advanced on him; a bluish tinge to the pupils was hard to miss. He immediately concluded that this was not Connors, this was the true beast inside him and he visibly shuddered as he advanced on him.

Thwip

A second later, he was zooming away from the now-inhuman-Connors. Those S.H.I.E.L.D executives were actually right. What he was facing was barely human, a dose of cosmic energy the cause if he remembered correctly. And to think that they were talking calmly about reaching to the doctor trapped in the mind, sitting comfortably in Avengers Mansion. It was one thing throwing words around, and another doing it with a will of iron.

The Lizard rapidly gained on him, and the tunnel ended in a huge chasm with huge pipes cris crossing the length of it, with a pitch black bottom that he didn't want to discover. Having no where to go, he leapt into the void, and fired web lines, which connected on something and he swung away from the approaching terror.

**SPIDER-SENSE**

He whipped his head around in slow motion. The Lizard had thrown himself off the ledge, and his wide open jaws moved closer to him through the air, and he couldn't maneuver while swinging. So he did the natural thing. He slipped his fingers off the thin web strand and turned around in mid air to meet the Lizard. His torso twisted at the same time Lizard attempted to bite his leg off, and he contorted sharply, but not before kicking himself up his snout.

'That snout is definitely not a nice addition...'

The seriousness of the threat hanging on his head had not yet hit him, for he continued to tumble down into the void that was ready to claim him. It was Oscorp Tower all again. He was evading, and failing at it. He snagged another web line at a pipe overhead, but another odd sense of deja-vu went through him as the Lizard grabbed his ankle roughly, earning an outcry of pain. He tried to shake him loose without any success, and in doing so, he failed to grab the webline, that could as well turn out to be his life line.

A few moments later, the pair of them fell on some sort of hard metallic floor, the shock loosening the vice like grip on his leg and allowing him to scramble away. He gulped down a few precious breaths as he readied his body for a mad dash.

"DOCTOR CONNORS !?"

The outburst of his name seemed to have registered something in the trapped consciousness of Connors inside the Lizard. The creature blinked his eyes, and that gave him all the time he needed. He zipped away, dimly aware of the battle that was raging inside the reptilian head.

He tried to put as much distance between him and the Lizard as he could before the latter tore him apart in his aggressive state. He had no chance on a one to one fight here, his opponent was bigger, faster, crazier, and seriously out of control. The memory of the blond haired boy was still fresh in his mind, and though he was not sure what had warranted such changes in Connors, he could not let him go near the small child.

Johnny could do with the dramatic entrance right now, but even as he hopefully rose his head towards the tunnel entrance, he could see nothing. Behind him, the Lizard was supposedly winning, because he snarled and bounded towards him.

"DOCTOR CONNORS, FIGHT BACK. YOU CAN'T LET IT CONTROL YOU."

The raging reptile inside the brain wasn't going to back down by a simple verbal assault like that. To make matters worse, it seemed to fuel his fury and he ran across the whole length of the metallic surface, legs pumping wildly. At the first chance he got, he was in the air, swinging a full 270 degree turn and landing on a pipe.

The Lizard snarled from below.

"Calm down please. Think of your family, doctor. Fight the influence."

"Easy for you to say!"

It was unclear who was more surprised by this exclamation. But for Spider-Man, this was a success in itself. He leaned from the pipe below and once again met the eyes of his father's partner. There was no bluish tinge in them this time. But suddenly he grabbed his head and howled loudly.

He witnessed the drama unfold with concern and fear. He wanted Connors in control, so he was ready to wait there on the pipe until it happened.

Sadly, his beliefs in his safety on the pipe were short-lived. the Lizard leapt straight up in the air, as his spider-sense tingled and he watched the approaching reptile in slow motion, same like he had done at OsCorp tower.

Once again, he was stopped in his tracks as he under estimated the power in the leg muscles of Lizard. A huge scaly claw grabbed the pipe, and the metal gave a loud groan as it depressed. He was off the pipe in a flash, but there seemed nowhere to escape this time. He could see a dark pipe above, but it was too high. He flailed in the air for a moment, then fired a web line on the pipe. He missed by a huge margin, as the pipe was out of range. His last hope at an escape crumbled, but he was not yet out of his wits. He curled himself into a ball as he dropped, and shot some web into the Lizard's eyes who was falling parallel to him, with the pipe in tow.

Both of them fell once again and he rolled away before the Lizard could get his hands on him. This time, the fall hadn't even fazed him as he was on his feet in a second and was charging him down. He was trapped in a hell hole with the Lizard. There was no escape. He was living on borrowed time. Now there was only two choices left to him. Fight, or run to find the edge of this pit and crawl upwards. Fighting was not an option right now, with fatigue creeping into his bones which would dissipate in a while due to his abilities only if he rested for a while. No luck on that either.

After dodging and running for a few minutes what felt like hours, he was tired enough to give up easily. His agility was visibly reduced, along with his stamina. Then came the dreaded strike as the Lizard managed to get through his defenses. His spider sense screamed in protest but the razor like claws slashed down from his sternum and it was all he could do not crying out. Then he felt a huge weight on his chest; but before he was able to feel it, he was flat on his back, the Lizard standing over him, with a leg over his body. His breath was caught up in his throat and he comprehended the fact that he'd lost, and about to have his ass handed back to him.

He was still unable to feel the dread that should have come in the situation. When he was in a similar helpless situation at the tower, he could feel nothing but terror. But this time, he couldn't believe it. He'd lost, and probably these were his last few mortal moments.

"FIREBALL!"

The weight was pushed roughly off his body, and he took a long breath as something warm passed over him, and he raised his head slightly to see the Lizard cowering, his hands shielding his eyes as the Human Torch continued to blaze and release flames.

He didn't need an invitation to get up on his feet in a split second.

"Don't hurt him, please!"

He leapt in his injured condition, and without caring for the blood leaking down his front, he was at work, covering the Lizard with webs that he hoped were enough to hold him back for a while.

"We need to find his son. If he was wandering here, his son shouldn't be far from that tunnel where I got attacked. We need to hurry-"

"None of this sounds like, Hey thanks, Torch."

"-fore the lizard-men get to hi-"

"Or like, great job saving me back there."

"This is no time for sweet talk Torch. We need to hurry. I need to administer that antidote and then we must find the boy. The webs won't hold long eno-."

They both turned back as the Lizard broke free and then leapt over their heads to grab at a wall of some sort, and scrambled to his freedom. Spider-Man could've sworn he'd heard 'I'm sorry'.

"Great. But still, now we've an advantage. He's sane, for now. But we need to hurry. By the way, how come you're here?"

Clearly Johnny was expecting this topic to come up later, or never.

"Well,"he said sheepishly," you were right. That tunnel was the wrong choice. It was caved in after a while, so I turned back and came here. Found a couple of those things, but they didn't dare come closer. Y'know, plasma body and all...they would've been burnt up pretty badly if they tried to touch me. So, I moved ahead, and was almost tempted to go through that hole, but I saw traces of your webs leading here so I figured you'd be here."

"No shit, Sherlock."

"What?"

"Leave it. Anyways, let's move now. I can't believe I was so close to a wall all the time and didn't see it."

"Well, you're too divided to notice small things."

"What's that supposed to mean?"

"Nothing, let's get outta here first bro. Than we can have plenty of arguments."

* * *

**End of Chapter-8**

**(A/N): I wanted to write more but thought this should be an appropriate chapter break. I hope you liked my portrayal of Johnny. It was very difficult writing him. Someone was spreading rumors about Morbius also being in this film series, but I guess there'll only be Electro in TASM 2, as Morbius doesn't fit exactly there. Maybe in TASM 3...**

**So, we're near to 21st Dec, and no one cares lol. Next update will be on 22nd. ;)**

**Thanks for all the love and support, and for sticking up with the story so far. Tell me what you thought of this chapter in your precious reviews and PM s.**

* * *

Up next on The Amazing Spider-Man: Team Up

"Doctor, try...to think...you're not the Lizard. You said it...We...must be...stronger than what...what we suffer..."

The resulting remorse that flashed in the reptilian eyes was unmistakable, but the grip on his neck tightened even more and he was starting to see spots in front of his eyes. As a last attempt, he yelled," JOHNNY, TAKE BILLY AND GO BACK. I'LL TAKE CARE OF THIS."

"No way."

"Please understand. He needs to see this through. Now go. I'll be fine."

* * *

P.S - You know what to do. Hit that Review button :)


	9. I've A Knack For That

Previously, on The Amazing Spider-Man: Team Up -

Spider-Man and Johnny Storm confront the Lizard in the sewers, suffering periods of insanity due to the exposure to cosmic radiation. The Lizard manages to escape, and they both go after him to ensure the safety of his son he'd kidnapped earlier.

* * *

**Disclaimer- I don't own any of the characters. All rights go to Marvel.**

**Note- Thoughts '-'**

**Flashback- 'Bold'**

* * *

Quote: I am having more trouble with myself than any other man I've ever met.

- Raymond Dale

* * *

**The Amazing Spider-Man: Team Up**

**Chapter-9**

**I've A Knack For That**

* * *

**Location- Underground**

"So, how old are you?"

"Is this the time for such questions?"

"Nah, just curious."

Spider-Man rolled his eyes from under the mask as they went through the huge Lizard shaped hole in the tunnel. They found themselves in an entirely different world. The gloom that hung in the musty walls made him feel like someone was dying.

He looked at Johnny, who was as clueless as he was. The entire cavern was covered with cobwebs and the smell of rust was thick in the air. He finally said," Must be the older portion of the underground."

Johnny nodded and brightened the flames on his palm. However, he frantically gestured to him to extinguish the flames.

"What?"

"We don't want to attract any more attention than we have already."

The flames died and they were bathed in the spooky darkness.

"What do we do now?"

He had no answer to the question. They could use the old fashioned approach of blasting their way through the cavern, but that would result in greater risk for Billy. They were stranded, for they didn't know whether Connors was sane enough to refrain from harming his own son.

"We need a plan."

* * *

**Location: Avengers Mansion**

Tony Stark'd just had to endure a rather painful debriefing at the SHIELD Central. The Fantastic Three were also present there, and he barely survived the droning of Fury on the latest development on the cosmic energy pattern. The growing panic in the masses due to the lizard-men popping out at random places throughout the city didn't help at all.

However, what drove him over the edge was the news that someone had been stealing Stark tech and using it for attacks in China.

**.**

**"Stark, this organization has used missiles, identical to your ones, and spy planes and God knows what."**

**"Any possible leads?"**

**"China. Our field agents believe that the one doing it is a genius, for to be able to reverse-engineer your toys, takes a braniac."**

**"Wow, I am touched by your admiration. Anyways, who's this?"**

**"Mandarin."**

**"Who in their right mind names their son, 'Mandarin'?"**

**"This guy's parents did. Anyways, the fact is, your public image is being shattered in the government, as well as on the Internet."**

**"What the-"**

**",you know the mindset of people, Stark. You look out some files on the Mandarin from the UN. I believe a confrontation is in order with a psychotic tough guy bent on world domination. I'll tell you why later."**

**.**

But the fact remained that the world council was even more skeptical about the Avengers and their power over the members. 'Power hungry morons!' he fumed silently. Director Fury had told him that the specialized agents of SHIELD were arriving in a few days with a detailed report and their personal experience.

When he had mentioned this to Steve, he'd gone into lecture mode. Something along the lines of, 'Don't let others dictate your actions, you are not a selfish idiot..."

It was funny how the same man had told him that the only thing he fought for was himself. Now, he was unsure whether all the heat he was taking from others was indeed his fault. He never allowed his concern to show on the indifferent mask on his face, but he was constantly worried ever since the Chitauri incident.

'I have to do something.'

* * *

**Location: Underground**

They both hadn't made a hundred yards when they were faced with a yet another chasm, with water swirling in the depths. He raised an eyebrow and threw a knowing smirk at Johnny.

"I can feel that you're smirking under that mask."

"Right, so I hope you're not afraid of taking a dip."

"Who needs to go into that smelly water, when you can FLAME ON!"

He instinctively put a hand over his eyes as the flare died out. "Are you done with your theatrics?"

"Yep, so where could a nine foot reptile go in these waters?"

"Not in waters, see that wiry mesh there? Just over the water level?"

"Where-oh yeah...that's ripped apart. Okay then, start swinging."

"With pleasure."

He fired a web line at the roof, and dived headlong into the deep pit. At the last moment he gripped the strand and gained momentum as he swung. Then he left the safety of the web at the end of his swing, and moved through the air like a bird. The jump was long enough for him to get in range of the wall at the other side. Two web lines, and he zipped himself to the cold surface. Then he crawled downwards and dropped thirty feet to join the Human Torch who was waiting for him.

His companion made short work of the wiry mesh by melting it into a small puddle. The result was a narrow, but definitely newer than others tunnel which seemed like an ideal place for hiding.

His gaze suddenly dropped on something on the ground. He bent and picked it up. It was something silvery, something rope like, and definitely sticky. He exclaimed," It's OsCorp's biocable! What is it doing here..."

"Really? You sure it isn't yours?"

"Of course. I never came here before today. Connors won't need the biocable. Someone from OsCorp was here."

"Now that's a bit far-fetched Spidey."

"Not at all. This is surely not a natural web. And it's very thick. This is a rope, made at OsCorp."

"Since when did OsCorp started making ropes?"

"Since they bred radioactive spiders for using potential of spiders' webs."

"Ohkay. Then let's assume someone was snooping around here. But we've a greater job at hand."

"Yeah right, we'll think about this later."

They continued into the tunnel, which had numerals painted along the walls. There were also a few bulbs after a while, which hinted that the tunnel was in use. He guessed that they had made their way closer to the water pumping area, hence all the organization in pipes.

After a while they were as clueless as before, and he was getting frustrated, when a piercing shriek of a child cut through his heart. They both whipped through the tunnel as fast as their legs could carry them.

The never ending walls gave way to a broader chamber and the scene before them caused them to stop in their tracks. The boy had woken up from his unconscious state, and was now cowering before the huge figure of the Lizard.

"Please don't be afraid Billy. Remember I said about the research I was going to do... I'm back. Now we can stay together-"

"No no no, you're not him. You can't be him. You can't be..."

They dashed forward and he yelled," Leave him alone Dr. Connors. He has a right to live. You can't drag him for your selfish reasons!"

The Lizard snarled at them and came forward to cover the boy.

"Can't you understand that you're not wanted here? Go back, Peter. And you too, Johnny Storm."

"At least someone knows me..."

He shushed him and tried to make him see reason. "Doctor, you know this is not the life that you want. And do you seriously want such a life for your son?"

"He will be better off. The human body is weak. I will help him achieve perfection."

"You are still spouting that nonsense...don't make us force you, Doctor", he said in a steely voice.

Johnny added,"You wouldn't be saying all this if you were in control; the exposure to cosmic energy has addled your brains."

The Lizard just hissed at them, and took a threatening step forward. They refused to back. Connors needed to face the reality and the Lizard in his mind. All of a sudden, the Lizard started to make curious noises in his throat.

He felt the odd sensation of euphoria wash over him again. His thoughts became clouded with uncertainty, and he shook his head and saw that Johnny had taken a dreamy look.

'Not This TIME.'

He gathered all of his willpower and shouted,"Break free, Torch!" Then despite the protests of his carnal instincts, he leapt and kicked the Lizard on the face.

'Wow, that's the third time I've kicked him in the face tonight.'

This disturbance snapped Johnny out of his confusion and he threw a stream of flames on the Lizard. Meanwhile, he passed the human-reptile and gathered Billy, who was watching the confrontation wide-eyed, tears streaming down his face.

"He is not my Dad, is he..."

"Yes he is, Billy. I am sorry."

He scooped up the tiny boy in his arms, who was shocked beyond measure.

"My Dad is a monster, killer, crimi-"

"-no Billy, push these thoughts away right now. Your father was only trying to help everyone. This was an accident. Don't blame him, or he will be broken. He loves you more than anything in the world."

He took the boy away from the heated fight, literally, between Torch and the Lizard. The flames did little more than irritate the Lizard, thanks to his regenerative capabilities.

Soon the Lizard was covered in burnt tissue, acrid smoke curling off his body.

The Human Torch circled him and drew a ring of fire around the place. The Lizard was unfazed and he barreled out, through the fire, blocking the constant flame throwing.

"How is he doing that!?"

He shouted back," The body is covered with burnt tissues. You cannot burn what's already burnt. You need a lot of heat for getting through, but we dare not try it in this small place."

He watched as Johnny dodged attacks and hovered away to the far corner of the chamber.

"WHAT DO I DO?"

"AIM FOR THE FACE. IT'S UNPROTECTED!"

But the plan was useless as the Lizard simply covered his face with a scaly hand and got a hit through Johnny's defenses. He threw his claws, and both the fighters retreated sharply after that. The Lizard howled in pain, while Johnny winced only.

"Oh yeah, my core temperature is high enough to cook your ass, Lizzie."

He shook his head at the choice of nickname and decided to step into the battle for this was turning out to be a drawn match. He asked Billy to stay silent.

But before he could do so, there was an addition to the guest list. Four men, covered in black armor appeared at the end of the chamber, and trained their guns at the four of them.

Johnny shouted," Now seriously, what the hell is happening...it's a circus going on here..."

He shrugged and was felt a chill creep down his spine as the badly burnt Lizard turned his eyes, first on him, and then on the men in black without the suit kind of guys.

"I TOLD EVERYONE, THEY'RE NOT WANTED HERE!"

The armed men were also confused, by the looks of it. Clearly they'd not expected to find themselves in such a battle. One of them asked nervously,"What do we do now?"

The one, who was probably the boss, replied,"Our orders were to capture Connors and get the serum, we'll do just that. Remove the others."

The Lizard roared and tried to run down the group, but one of them calmly came forward and took out a long gun like weapon. He raised it and fired it. With a soft hissing sound, a silvery substance shot out of the end of the weapon and Lizard was covered in webs. He stumbled and fell headlong on the floor.

He moved forward, now understanding everything. He wouldn't let OsCorp get away with this. Connors' life would be ruined. But before he could do anything the leader shouted a warning,"Stay where you are, Spider-Man and Human Torch. If you interfere in our job, you'll be sorry."

He was having none of this, and he calmly announced,"You turn around and go back to your tower, unless...", he was surprised at the confidence in his voice.

Johnny streaked past him and tried to get between them and the Lizard. The leader barked orders and his group disbanded and formed a line with real guns stretched out this time.

The barrage of bullets and the tingling he was expecting never came, for Johnny blocked the onslaught casually.

"Too bad folks...looks like your bullets can't face the fact that I'm hot...turn back now before I get angry."

They took out that web blaster weapon again, but Johnny directed a huge blast at them which burnt through all the webs, leaving a charred substance only.

'Wow, point to self. Make webbing fire-proof.'

The men were now starting to get afraid now, and they turned back, whimpering,"We're going, okay...just don't do anything..."

* * *

**Location: Avengers Mansion**

Steve Rogers looked up from the files Fury had just handed him.

**The Winter Soldier**

**Current Location- U.S.A**

**Master of hand to hand combat and many martial arts, and is fluent in English, Spanish, Portuguese, German, Russian, and Japanese. Skilled in military weapons, possible time in army (?)**

**Left arm removed in the past, known to use cybernetic prosthetic arm, capable of discharging EMP.**

Those were the details that had stood out in his mind. Fury had told him in the morning that the man was an expert assassin and a spy.

**'**

**"Rogers, this man has entered the U.S.A last week. We find it safe to assume that he's on yet another covert mission. The problem is, we don't know what exactly are his motives."**

**He gazed intently at the blurred photograph of the so called winter soldier. There was something recognizable about him, but he couldn't put what. He lowered the photo as Natasha was saying something.**

**"-is guy during my time in Russia. I even dated him for a short while, if it could be called dating."**

**He snorted, the fact was just too amusing.**

**"What's so funny?" she asked thinly.**

**"No, Nothing, please continue."**

**"Where were we? Oh yes, sorry. So he told me, that he was kept in stasis and only taken out for missions. He's in action since over 50 years. Much like you, Cap."**

**He nodded, wondering about the mysterious man.**

**"Rogers, the mission might be unknown, but we need you to get in touch with the defense forces in NY. Many of them know something about him."**

**"But what's all this got to do with me?"**

**"Well, they say that they'll only talk to you."**

**He was mildly surprised.**

**"Aw, those guys love you, Captain." Tony had just entered the room and looked about to leave in a hurry.**

**"Stark", barked Fury,"Remember to keep an eye out. We don't want any other incidents like the Electro and terrorist attacks."**

**"Sure thing, Director. Now excuse me, I must leave. Pepper is waiting for me and I promised her that we'd go Christmas shopping together. See you Steve. Bye Natasha dear."**

**She rolled her eyes at the billionaire as he blew a kiss and left.**

**.**

Now, he was finding it difficult to sleep. His life was a lie. But at least he'd something to go for now, again.

**.**

**"Rogers, meet Agent 13. She'll be your partner in The Winter Soldier investigation."**

**He felt his mouth hanging at the appearance of the aforementioned person. She was Peggy in many ways, and yet she was not in far more ways.**

**He closed his mouth and glared at Fury, demanding an explanation.**

**The girl gave her hand forward. "A pleasure, Captain Rogers. Heard a lot about you. My aunt keeps going on about you all the time."**

**"Y-your aunt?"**

**"Yeah, Peggy Carter. I'm her niece. Sharon Carter."**

**Fury attempted a sympathetic smile at him and he failed spectacularly, but he shrugged it off.**

**.**

He was going to have to work with Peggy's niece who looked like her, and against a guy who was not aging since 50 years. The irony was too much for him to handle. As he paced near the window of his room, he looked out, his reflection staring out at him. "Why does life have to be so difficult..."he murmured.

* * *

**Location: Underground**

Not soon after the face off with OsCorp goons, Spider-Man and the Human Torch found themselves in yet another dilemma. The Lizard ripped off the webs on his hide and stood up again, with murder in his eyes.

He cautiously crept near the boy, and gave a slight nod in Johnny's direction.

All of them, save Billy Connors moved at the same time. He kicked hard and leapt backward, landing on his palms before pushing up and landing close to Billy. At the same time, the Lizard lunged forward, and found himself in the path of Johnny.

"ALRIGHT TORCH, BUST A MOVE."

Johnny held his shoulders close to his body and let out a blast off his plasma body. The Lizard seemed no match for it, but as always, the plan fell on it's head.

The raging monster punched Johnny hard enough to send him flying into pipes at the far corner of the chamber, and then narrowed his eyes at him.

He did the only natural thing. He taunted the Lizard. Well, maybe that was not natural, or logical, or wise, but he was different.

"Is this your perfect world, Doctor? Scaring everyone to death?"

'Well, that sounded more like a philosophical insult. I need to work on my taunts.'

He glanced sideways and saw Johnny getting to his feet again. So he whipped around and scooped Billy in his arms, and threw him out of the approaching Lizard's claws.

"CATCH!"

A clean catch it was. He was glad Torch decided to shut his flames before.

In this he missed the Lizard and allowed him to get a few feet too close. That almost signed up his death warrant. The Lizard grabbed him roughly and wrapped his tail around his neck, putting so much pressure that he almost blacked out. However, he forced himself to stay conscious.

"Tell me, is this what you want, Connors?"

"This is the only way." He sounded miserable, guilty also.

"Doctor, try...to think...you're not the Lizard. You said it...We...must be...stronger than what...what we suffer..."

The resulting remorse that flashed in the reptilian eyes was unmistakable, but the grip on his neck tightened even more and he was starting to see spots in front of his eyes. As a last attempt, he yelled," JOHNNY, TAKE BILLY AND GO BACK. I'LL TAKE CARE OF THIS."

"Are you nuts?"

"He needs to see this through, you keep the boy safe."

"You really are nuts." Johnny replied in an awed, and irritated voice. But he didn't argue, and flew away, this time using the other path. Clearly the path they'd used was older and catacomb like, while OsCorp guys had surely used the newer, usable ones.

"You won't separate my boy from me." The threatening edge was back, except the fact that the words were dripping guilt.

"I won't, but you will."

The hold on his neck loosened, and he'd his chance. He pulled out the antidote from his belt in a flash, and jabbed the needle into the scaly chest. He pushed down on the plunger, and the Lizard howled.

* * *

**Location: New York, top of a building**

"Took you long enough."

"Hey, I had to carry a lizard."

"Yeah whatever." Johnny waved a dismissive hand."The question is, why did the antidote fail?"

"It didn't fail. The transformation wasn't complete. I don't know why. His size has reduced, but he's still green and scaly, and snaps his mouth in his stupor."

"Must be some after effect of the radiation. Say, let's take him up to Baxter building. Reed is the world's greatest expert on cosmic energy. He must be back by now."

"Sounds good to me. What about Billy though?"

They both watched as the boy slept peacefully, muttering something about dirty sewers in his dreams.

"This was a painful ordeal for him, and I hope he recovers."

"Yeah, and hope that he forgives his father."

* * *

**Location: Baxter Building**

"So, this is it. Like it?"

"Cool. So this is how the home of the FF looks like."

He was awed, and really overwhelmed by the amount of technology present there. He jogged up to a few machines, and rubbed his hands over the cold metal. He saw a note there.

JOHNNY STORM STAY AWAY

He laughed quietly, and craned his neck to notice that all machines had a similar note.

"Very trustworthy, aren't you?"

"Hey, just one accident. Cut me some slack."

"What happened?"

"I'm not going to say anything except that it involved a remote, a huge gyro stabilizer, and stretched Reed."

"I don't think I want to know more."

They'd left the boy at his home, where his mother was sobbing frantically and thanking them until they blushed. They'd placed Connors on a table in his half human half reptile state.

Just then, the door opened.

"-told you, the Fantastic Four has been disbanded. Why do you want to drag..."

Fury swept his eyes over Connors, Johnny and over him. Reed, Susan and Ben were also silent, without any show of emotion.

Fury finally said, "I'm not even surprised. Why do you show up at the oddest places, Spider-Man?"

"I've a knack for that."

* * *

**End of Chapter-9**

**(A/N): So we're dead and I'm seeing ghosts all around probably. Well, hope you like this chapter. 50 Reviews yay...74 favorites and 90 followers, you guys are really great. Just increase the reviews now, because you know what I mean. ↓↓↓**

**I had to rewrite the chapter as I wasn't too happy with it. So excuse the small mistakes as I rushed through, having given a date for the update. From now on, the updates will be on Saturdays only, so please check your alerts regularly on Saturdays.**

**So we're done with Connors. OsCorp back in the mix now, and I tried to put in a little of the Avengers POVs. Tell me what you thought of this chapter in your precious reviews. Until next time, then. Continue to shower me with your generous appreciation, and suggestions.**

**And a Merry Christmas in advance :)**

* * *

Next up on the Amazing Spider-Man: Team Up

The Fantastic Four try to find a cure for Connors. Peter gets along with his life, although life isn't peaceful at the moment with the threat of lizard-men on the corner. What he doesn't realize is that the director of SHIELD has a key mission, or a request for him, which he has to do alone...

Stay tuned.

* * *

P.S- You know what to do. Hit that Review button.


	10. Alone This Time

Previously, On the Amazing Spider-Man: Team Up-

Spider-Man and the Human Torch get Connors to the Baxter Building, in a half-human state, hoping that Reed Richards might provide a solution.

* * *

Disclaimer- I don't own any of the characters. All rights go to Marvel.

Note- Thoughts- '-'

Flashback- **Bold**

* * *

Quote: Every great inspiration is but an experiment.

- Charles Ives

* * *

The Amazing Spider-Man: Team Up

Chapter-10

Alone This Time

* * *

**Location: Baxter Building**

Nick Fury glared at Johnny Storm, then Spider-Man and finally his gaze fell on Connors and his mouth fell in a comical 'O'. He recovered quickly and spoke up,"I'm not even surprised. Why do you show up at the oddest places, Spider-Man?"

The kid in tights replied,"I've a knack for that."

The reply almost made him smile, but given his image as the cold director of SHIELD, he prevented any emotion from flitting on his face.

A few minutes later, all of them were learning about the nightly venture of the two heroes. He was impressed, and he could tell that Reed, Susan, and Ben were too. However, a frown worked its way on his face when they reached the part where the antidote hadn't worked successfully. He was also worried about the OsCorp intervention. What were those people playing at...

The men at SHIELD were working tirelessly even now, to achieve a breakthrough in the antidote for the reptiles infesting the sewers. But they hadn't managed anything so far. The failure of the only known working antidote for humans was an alarming fact for their entire plan.

"Any guesses for this alteration ?"

Reed replied thoughtfully,"Might be the effect of cosmic radiation."

"That's what we thought", Johnny and...Spider-Man spoke in unison. He'd yet to get anything about the puzzle that was Spider-Man.

"Hmm, we can do an MRI of the brain, because on the grainy feed from the asylum, his head was exposed for about three seconds, and then he transformed."

Reed nodded and motioned for others to gather the limp form of Connors, while he went to set up the machine.

* * *

Spider-Man was absolutely delighted to have had a chance of meeting Reed Richards. But the situation was such that no one was speaking a single word. He also felt sorry for Connors, briefly wondering whether there was still a conflict in the consciousness of the man.

Reed Richards emerged with a print of the scan, muttering furiously. He felt the worries go for a while as he thought about the machines kept there. It was a nerd's dream come true. He shook himself out of his wonderful imagination as he realized that Reed was saying something.

"See here? The hind brain. There's some sort of abnormality there. I believe this is our answer."

"The hind brain?" he spoke up loud."Of course. The part of the brain responsible for-"

"-governing all the primal instincts of the human body. It's the least developed part of the brain, often referred to as the reptilian brain", Susan Storm voiced his opinion.

"Absolutely fitting." Fury muttered silently.

"Okay pals, you do all the brain work. Meanwhile, me and Johnny will go relax a bit.", said Ben in the thickest accent he'd ever heard. Johnny grinned and they both left the room together.

He too noticed that it was getting rather late and decided to go home. He would get no sleep if he stayed longer.

"Er, I think I must go back now. Can I swing by here, Mr. Richards? I really admire your work."

Reed blinked and smiled warmly. "Of course, no need to ask."

Susan also smiled gently and added, "Keep Johnny in line, will you?"

He laughed nervously, and gave a slight nod to Fury, and then turned to leave.

* * *

"Richards, are you sure that you will be able to cure him?"

The world's most intelligent man before him sighed wearily and replied,"I'll try director. But it'll not be a guaranteed success."

"Yeah I know", he waved his hand dismissively. "The appearances of lizard-men has reduced, and the warning we issued about the Lizard also fell flat. With the festive season and all New Year atmosphere, people are being lulled into a false sense of security. That's the cause of our worry. The Lizard might be the reason they slunk away, but they'll hit back again. You know very well that they need sustenance to keep up their temperatures. I do NOT want a crisis now,"

Susan replied grimly,"We understand, Director. We assure you that we'll try our best."

He nodded at both of them. Reed was the first one to bring back their earlier argument.

"We're ready to do our best to help people, director. But we're not your employees. We took a break for this reason exactly.-"

"Is the Fantastic Four disbanded, Richards?"

"No, that doesn't mean-"

"Yeah, I know that. You are not accountable to me. But you're accountable to the people out there. Do you know what happened today? Three people were dragged into the sewers.-"

"But you said lizard-men attacks had decreased."

"I said right. This was not, a lizard-man attack. The people were dragged, by normal humans, similar to Connors in his present state!"

Silence. An intensifying one, which only grew as they allowed the information to sink in.

Susan finally asked,"Humans? Is this serum spreading?" her voice almost a whisper.

"We don't know. We're keeping close watch on everyone who has spent time in proximity to those things."

Reed had once again assumed the thoughtful expression."Be what it may, Fury...don't get me wrong, but we don't want to join your, organization...because we want our own freedom to choose. We are not soldiers, or spies. We're scientists, who were caught up in a tragic accident. We'll do all we can to help, but, externally."

He sighed heavily. Why did everyone had to be so stubborn? He was not asking them to be his slaves or something. But maybe, they're right. He also felt like a bound person sometimes, not that he'd admit it to anyone.

"Very well. But don't forget, we've got a priority one Avengers alert on that signature you traced to that meteor. We're monitoring it's movements, but be ready to investigate at a moment's notice."

Reed inclined his head slightly, before nodding. "Alright."

* * *

**Location: Parker Residence**

Peter dropped on his bed after entering hastily through the window, ready to sleep like a log. He didn't even bother taking off his suit, and grabbed the blankets over his head, slipping slowly into the land of dreams.

"Wake up, Peter", called Aunt May.

He groaned, and looked at the clock on his bedside table. It was morning already! He was sure it had been only two minutes. He rubbed his eyes and got up, yawning.

Then the time he'd checked five seconds ago, registered in his brain.

'Oh shit I'm late.'

* * *

**Location: Empire State University**

Even after taking to swinging in frustration, Peter had been unable to reach the university on time. He was reprimanded as usual, but all the professors were aware of his tardiness by now. It was only his marks that kept him in the good books of all of them.

From the adjacent row, Peter saw Gwen eyeing him suspiciously. He had avoided her calls and texts the previous day, due to the obvious reason of his meeting with the Avengers. One day, it was just one day! He felt like days had passed. Yet there was the fact that he met Gwen, than faced lizard-men, then got to Avengers Mansion, and then fought the Lizard with the Human Torch. He thought with a smirk that Einstein was right. Time was indeed relative to the observer. He mouthed to Gwen 'Later', and tried to concentrate on his notes. Connors was still fresh in his mind, and he still felt slightly guilty about the whole business.

After the lecture was over, he found himself under the hard glare of an irate Mary Jane Watson.

"Speak up, Parker. What's your pathetic excuse this time?"

He froze awkwardly and tried to smile, but it withered under the look on her face. "Oh, sorry…MJ, there was, a meeting, sort of. I had my personal business, and then I'd to help Aunt May-"

"Please, use something different this time", she glowered, a hand on her hip. He swallowed nervously.

"If I get anything under B on that paper, you are to be held responsible", she poked him hard on his chest.

"Just you wait, Peter Parker. Also, there's a nasty surprise waiting for you at home. You won't be able to escape me now, whatever you do."

"Hehe, I am sure I won't find any of your surprises nasty, MJ." She took a threatening step forward.

"Look, MJ…it's, wrong to, use such tactics on a poor unarmed, defenseless boy." Then without waiting for a reply, he dashed away, leaving behind an amused Mary Jane.

"Why can't I be angry at him for more than five minutes…"

* * *

"You should have watched me Pete, I surprised everyone. Now I'm a part of the basketball team!"

He was listening patiently to the excitement in his friend's voice. He'd been going on and on about basketball tryouts since twenty minutes, and he was happy for Harry. Flash, unsurprisingly, had also made the team.

"At least now I can tell Dad that I'm good in something he wasn't", then he flushed in embarrassment and Peter let the conversation drop. He always felt curious about Harry's home life, and whether Mr. Osborn was really so disappointed in his son like he made it out. 'At least he has a Dad', he thought sadly and somewhat bitterly. The rest of the walk was spent in silence as Peter went from thinking about Mr. Osborn's strictness and expectations, to OsCorp and to the assault they'd made on the Lizard. He had no theories except that they wanted the formula to the cross-species serum. But could they be so narrow minded? Apparently they were.

The usual black limo came to pick his friend, and Harry left with a wave, leaving Peter to his own thoughts. That being, until the cheery voice of Gwen interrupted the chain of his imagination. She jogged up to him and fell beside him, as they both continued on the way back.

"I'm waiting for an answer, Peter."

"Huh?" he asked, confused.

"What happened yesterday? Please don't tell me that you were being a hero in the sewers."

He smiled and nodded," You got it right."

"Wow, made it back without a scratch? A new personal record."

He grinned. He wasn't going to say anything about the half-healed cuts on his leg, shoulder, chest, and minor bruises all over.

"So? Spit it out. I'm willing to bet you caught up to Connors." A hint of a nod from his side, and the cheery attitude of Gwen was replaced by a somber one.

"I caught him, with a little help like always. Human Torch-"

"The Fantastic Four? Are they back?"

"Yeah, well. The antidote didn't work." A frown made its way on her face.

"It worked…partially. He is stuck in mid stage of transformation."

She didn't say anything, and he was glad for that. A tiny nudge from his spider sense caught his attention. He could hear the wail of sirens in the distance.

"Gotta go, duty calls", he told Gwen playfully.

"Then go, bugboy." She hugged him briefly, and he returned it hesitantly.

"Bye, see you later." With that, he took off to look for a safe place where he could change, and go after whatever criminal required his personal services.

* * *

**Location: Asgard**

Thor paced furiously outside the room of the Allfather. The king of Asgard had kept his brother Loki imprisoned till now, holding the decision to his fate and delaying the sentence. He was aware that his Mother didn't want him to be punished harshly, and she was pressing hard on Father for leniency. He too, had made it clear to the Allfather that Loki was not entirely responsible for his crimes, and that he'd been brainwashed under the influence of power. He had also argued boldly that if not for the partial treatment of them, there would've been no problem at all. This had led to a heated argument, which ended in a weary looking Odin dismissing him, and announcing that the judgment for Loki's crimes would be given in the near future.

So he found himself outside the personal quarters of his Father, with Loki inside, in a conversation Thor believed to go unpleasantly. It felt like an eternity waiting there, with the rest of his family inside. He was angry because he was not given a chance to present his views.

Finally, the gates swung open and he entered the large chamber in a swish of his cloak. The first thing he noticed was that his brother sulked in the corner, while his parents were engaged in a whispered conversation together. He searched for any kind of emotion on Loki's face, but he found none and on catching his gaze, Loki turned away.

"Thor!"

"Father", he bowed.

"In the light of recent events involving the Chitauri, the All-seeing Heimdall has 'seen' that the forces outside our realm seek retribution on Loki. This presents a dilemma for the entire war on Midgard."

He stayed silent, waiting for more.

"Which is why I've decided, that Loki for his crimes, is to be banished off Asg-"

"No! You can't do this!"

"I have no choice, son. After listening to your Mother, I have decided to give him a chance to repent for his actions. But pertaining to the danger at hand, I cannot allow him sanctuary on Asgard. Which is why, he will be banished to Midgard until-"

"You can't be serious, Father. You are willing to throw him away, and without any concern for the safety of Earth?"

He sighed and looked ancient, all of a sudden. "There is no way out of this, Thor. I have to keep the safety of our people first."

"I will definitely not allow this! Midgard is under my protection…and I won't allow-"

"You are entitled to your own people first, dear son. I have no choice."

Loki began to laugh mirthlessly, before speaking sarcastically, "Oh, let me tell you something, Father", he spat. "You always had a choice! You chose to be partial. You decided to use me. You had already 'chosen', to never love the son of a frost giant!"

"Loki!" Lady Frigga spoke up sharply, "Do not speak to your Father like that. Don't incur his anger upon yourself!"

"He's right", Lord Odin replied sadly. "I've indeed failed him. But the matter is closed. Thor, escort him to his chamber. You can spend your final moments with your brother. You won't be seeing him for a long time after this."

He opened his mouth to argue, but then shut it. He controlled the rage bubbling inside him, as Loki stood up, still smiling, and enchanted cuffs reappeared on his wrists. He turned angrily, to escort him to his 'prison'.

* * *

On the way back, Loki unexpectedly began to speak. "So what are you going to do now, 'Odinson'? As I said last year, this is goodbye brother."

He pushed his brother hard and boomed, "Just don't! Why can't you just tell Him about whoever you met and admit your fault brother?"

Again the carefree smile, the smile that he hated with a fierce passion.

"I don't need to explain myself, dear brother. And why this concern for 'my' punishment?"

He grabbed the hem of his robes, before controlling his rage and continued in a calm voice,"You're my brother", and on a smirk from Loki,"adopted or not, we grew up together. I know the reason you hate me. But what has changed?! Why can't you see reason for once? All I'm doing is trying to help you..."

"Save it", Loki growled. "Now if you leave me, I've to prepare for my 'excursion' to Earth, and I am really 'eager' to meet Ms. Foster for the firs-"

He couldn't control himself. He slammed Loki into a wall and hissed,"If you dare..."

Loki sneered at him. "Pathetic as you are...'brother', how can you forget that Father will be removing my magic before sending me to Midgard tomorrow?"

He calmed down a bit but this was not enough for him. He knew Loki still had many ways to cause harm to Jane.

"Let me make this clear, you hurt one hair of her head, and-"

"Your empty threats don't bother me in the slightest."

"I can't see why Mother sides with you. I thought that you were under someone's control, but now I know better. I-"

"She can see the future...maybe I, hold a special place..."

He threw a twisted smile, and retorted, "This might be the biggest joke I've ever heard, and that's saying something, after listening to Stark. I hoped that you'll change, but you harbor nothing but hatred. Maybe the Norns will do us a favor and you will repent!"

When they reached the private chambers of Loki, the cuffs snapped open and Loki turned to go into the magically sealed room prepared especially for him. Then he turned, and grinned.

"I didn't want this last day to go like this."

He was surprised but he said quietly,"Neither did I."

Loki continued to grin maniacally and a moment later, the reason for it surfaced. A huge explosion of energy rocketed into him and he felt himself buried into a huge pit in the floor. The pain that exploded in his body was so intense that he was stunned. Being an Asgardian he was immune to many of the physical injuries, but this took him by surprise. Loki towered over him, lips curled in a sadistic smile.

"Outsmarted again, brother?"

He tried to speak something, but the words came out in a gurgle.

"These were the only few seconds I had when I was relieved of my bonds. And by provoking you, I've made sure that I won't be staying here for another day. Which means, I keep my magic."

"Please...don't", he finally choked. "Don't go back to the wretches...that have destroyed your mind..."

Loki grinned. "That's the best part. I'm not going back to them, as they are most probably after my blood. I'm going as the Allfather instructed, to Midgard."

The words hit him and he tried to gather his strength to get up, but he was unable. He realized that Loki was using magic and some of his pure energy, which could be converted into anything. He was surprised at how Loki managed to tap into this power.

"Rest assured, brother. I'll not harm anyone you care for, yet. But be careful, for I will try every way to make you suffer! It's yourself you should be worried, and...probably the 'Avengers' later."

Loki raised his hands and yet another blast, more powerful than the previous one hit him, and he couldn't even move his face. He gasped, as he began to lost consciousness.

"I know that Heimdall has 'seen' this, and before they arrive, this is goodbye, brother. Same like the last time..."

Loki's voice faded, and Thor lost his consciousness under the influence of the heavy magic, and a painful moan escaped his lips.

* * *

**Location: New York**

Peter had decided to surprise Aunt May by arriving to pick her up from work. It was the least he could do. She was working so hard to support him and manage the household at the same time, and Peter really felt miserable sometimes. It was only last night when he saw him in his dream. He'd never dreamed of his Uncle Ben, and now he didn't know the reason for it. Maybe he had finally came to terms with the fact that he was gone, maybe not.

**"Peter, never forget...that with great power, there must also come great responsibility."**

He felt that the words were familiar but he couldn't remember when. Now, these few words had become an integral part of his life.

He smiled as Aunt May's face lit up on seeing him waiting for her.

"What happened to my Peter? Who are you?"

He chuckled and they left for home together.

"There is just too much workload now, all with the New Year celebrations. I-"

"You should not do this Aunt May. There is no need for you to take up jobs. That's my job. You are doing too much."

"No Peter, you are doing too much. You're in college, and you've taken a job, and running around New York. I am worried for you. I-"

There was a commotion that cut off whatever she was saying. He craned his neck to see what was happening. There were sounds of crashes and people were running around hysterically. He whipped around and grabbed her shoulders. "Aunt May, go home. Fast!"

"Bu-what is that thing?!"

He turned his neck and saw the reason for the commotion. A seven feet green reptilian creature, he would never forget those. It growled and snapped at a man who started screaming. He felt sick to the core.

He shook her again. "Please GO, there is too much danger here."

"No, I'll not leave you. You will come with me! Let the cops handle this..."

He pushed her hard and pleaded one last time, "Please, go for me! GO."

She was adamant on staying but he pushed her again. His mind was clouded with panic on seeing a lizard-man so close to his home. That made the threat more realistic. The passersby were scrambling away quickly and he didn't want them to be singled out by the reptile. Predictably, the exact thing happened. All the other targets were only too glad to scamper away. This left him and his aunt as an invitation to the reptile.

He was beginning to panic earnestly now. The lizard-man was across the street, and his heart was ready leap into his throat when he saw it narrow it's red eyes at the pair of them.

For a moment, time stood still for the boy, his aunt, and the hungry creature. Then

**SPIDER-SENSE**

The lizard-man sprinted towards them, strong muscular hind limbs making the distance of a few meters even more tiny. He heard his aunt shriek as she tugged at his sleeve, frantically shouting his name and the word 'run' repeatedly. However, she didn't leave his side, naturally.

'It knows. It knows that we're the easier prey!'

He smiled wryly as he was not going to make it easy for a cold-blooded member of Reptilia, which was tearing down the street, blood visible in it's eyes.

He put his arm across Aunt May and stepped forward, throwing his body as a shield. Time slowed down as the predator got closer, his muscles ready for taking whatever was thrown at them.

The first attack was at his neck, huge jaws trying to crush his resistance and life in one bite. But he was faster, he bent his torso back as the razor sharp teeth snapped at air, and he took that time to punch the scaly mass in front of him with all his might. The reptile staggered back, reeling from the shock but that didn't affect it in the slightest. Claws came that tried to rake his face, but he was too familiar with the style of these lizards.

He dodged and moved out of the way of fatal blows, and at the same time taking care not to reveal his superhuman abilities, for there were still some hiding onlookers and of course, Aunt May behind his back. Seeing his example, a few men came forward and started throwing whatever they could get their hands upon. He moved away, his peripheral vision catching the progress of stones, bricks, and some lit crackers even!

He was slowing himself down, deliberately, just enough to survive and protect Aunt May. He got his jacket shredded in this. The sirens wailed across the evening sky as NYPD cars arrived on the scene and the boys in blue signaled urgently to get away from the monster. He leapt and kicked it hard, and pushed away at the same time, falling on his back to ward off suspicion and then ran away from it. At once bullets rained upon the creature, and Peter felt a little pitiful on hearing its painful howl. The lizard-man dropped on its knees, and fell flat on its snout.

He dashed back to Aunt May, who was being comforted and restrained by an officer. He took her in his arms, whispering gently,"Don't worry. I'm here. I'm here. Nothing happened. We're okay."

The officers were still hesitant to approach the corpse, and a few fired shots just to be sure. They didn't want it to pull stunts like the Lizard. Not that it was going to; it lacked the brains of Connors; he mentally scoffed.

A crowd had now gathered and the cops were sealing off the area. An officer praised him for his quick thinking and bravery, and he just nodded at him. He was feeling uncomfortable, though. He'd made a huge display of his fighting skill, he hoped SHIELD didn't get wind of it. He didn't know how hopeless this thought was turning out to be.

Just then red hair flew into him and knocked the breath out of him. He was surprised, before realizing it was Mary Jane. She was sobbing slightly. Great, now he'd to comfort two without looking like an insensitive person.

"MJ, it's okay...wait, how come you're here?"

She looked up, and wiped her tears before smiling. "Well, you remember the 'surprise'. Me and my Aunt Anna are moving next to your place. But well, our first day gets ruined by a monster invasion..."

He chuckled and murmured,"This surprise hit me harder than the fact that a lizard-man was just killed in our area, before he could do much damage."

"Yeah well, I told you it was nasty, and you won't be able to escape me now. The damage part, you are to thank for that. It was very brave of you Peter."

"Yeah", he said uncomfortably. "Thanks. I wanted to protect Aunt May."

"I know. Tell Gwen, before she has to watch the news and find out for herself. She can be scary, you know?"

"Yeah, I know." He was glad for an excuse to escape, and he went to retrace his steps back to home."

* * *

**Location: Avengers Mansion**

"-WAS AN ATTACK IN QUEENS EARLIER TODAY. LUCKILY, THERE WAS NO DAMAGE TO LIFE AND PROPERTY, THANKS TO THE IMMENSE COURAGE SHOWN BY A YOUNG MAN NAMED PETER PARKER, WHO WAS UNAVAILABLE FOR COMMENT. AS YOU CAN SEE HERE-"

"Hey Tony...there was another attack. Now expect Fury at the door anytime."

"True you are, Bruce. However, you brace yourself to deal with him. Coz I'm leaving for China."

"What? Seriously? Tony, you can't take this like-"

"Bruce, no one, and I mean, no one can use my technology for their own selfish motives. I'm going to get that fu-"

"Fine, well...no casualty that's great today, thanks to Peter Parker. Hey, isn't that the guy who-"

"-takes the pictures of Spider-Man for the Bugle. Yeah that's him. Good for the kid."

"-RESIDENTS OF INGRAM STREET ARE ABSOLUTELY SHAKEN BY THIS INCIDENT, WHICH FURTHER HIGHLIGHTS THE WARNING GIVEN A FORTNIGHT AGO. THE MASSES CAN EXPECT A GLOOMY NEW YEAR, AND THE WARNINGS ARE TO BE TAKEN SERIOUSLY. DON'T LEAVE YOUR HOME AT-"

Bruce switched off the television and massaged his temples, trying to ward off the headache. It was certainly going to be a gloomy new year now. But whatever happened people were going to party, he mused. He just hoped that SHIELD would be able to prepare an antidote as early as possible. Spider-Man was another mystery, yet to be solved.

* * *

**Location: Baxter Building**

"Hi,...Spider-Man. Perfect time for you to swing by. He just woke up."

He nodded at Reed Richards, or Mr. Fantastic. "We're able to irradiate the reptilian part. It seemed to be affecting his thoughts, explaining the periods of insanity, as you and Johnny told. He's perfectly fine now. Sue, Ben and Johnny are not here presently. I had to wait for Director Fury. So, make yourself comfortable."

He crossed the length of the hall and sat at a squashy looking sofa. It seemed really awkward, sitting there when his host didn't know his name.

"Mr. Richards, I er- read about you and your works. Brilliant, really."

He smiled and replied," Call me Reed, and finally, a friend of Johnny who asks me about science."

He grinned, and then realized it was no use. He tried to imagine himself sitting there, a red mask with cris-crossing lines. It was a weird mental image, imagining his face from others' point of view. He shrugged it off as a door at the far corner opened, and Connors stepped through.

He was the same as before, just a lot weary and with dark rings beneath his eyes. He fidgeted, unsure how to start the conversation."

"Thank you, P-Spider-Man."

He flinched at the slip of tongue but realized that Reed had gone out of the room, maybe to allow them to talk.

"No problem, Doc. I know it was not your fault, and you should believe it too."

"Do you think my family will ever forgive me?" he rasped.

He didn't know what to say. So he replied," I'm sure they will. They're your family."

He kicked himself mentally for such an idiotic answer but saw that Connors relaxed.

Just then, Fury barged in, looking incredibly stressed out, with Reed silently trudging along.

"Good job Reed. Doctor Curtis Connors, I'm Nick Fury."

"Hello. Mr. Richards told me about you. So am I going to be put in a high security prison now?"

He blurted out, "NO."

Fury suspiciously looked at him. "Why are you so concerned?"

He flinched under the sharp gaze and muttered as naturally he could," Sorry, but...he saved my life after the battle at OsCorp tower."

Fury's expression turned from suspicion to curiosity. But he didn't push it. He turned back to Connors. "That depends, on whether you help us or not."

"Can I be...free, after all this?"

"Reed had told me that there's nothing wrong with you now. And, you could work for us, we could use help from you, in this current crisis. Only one thing though, Reed said that stress, anger or fear could...unlock, or unleash the Lizard again from your brain."

Reed seriously added, "Your 'lizard-brain' is dormant now. But effects of such high doses of cross-species serum and cosmic energy won't go completely. You might turn into it again, in extreme situations."

"I'm sorry, but how can I help? I'm a monster."

"No, you're not. And New York might be overrun be lizard-men if you don't help us. We need you, to help our scientists in making an antidote for this 'change' in reptiles. You've worked all your life on this, you're the best choice."

"I'll do all in my power, but I'm not completely healthy right now. What's the problem?"

"The remains of the serum running in the blood stream of these things are changed, altered. Our scientists can't work it out completely. You figure out the formula for lizards. And after this, you come into the picture, Spider-Man." He turned his eyes on him.

He asked nervously," Me?"

"I request, that you go back into the sewers, and bring the unchanged, pure form of serum from the makeshift lab, so that Connors can work on it."

He smirked, "Why me, Director? Afraid to risk your spies?"

Fury ignored and continued, "Steve Rogers is out on a mission for SHIELD. Stark just blasted off to China. Agent Romanoff is recuperating, and Agent Barton is on a small infiltrating business. You are our best choice."

He thought for a while, before answering, "Consider it done." He was alone this time, though.

Reed interrupted, " One of us can hel-"

"No Richards, I specifically asked your team to go investigate that meteor crash. The signature matches the asylum cell's brings me to another important detail..."

Fury turned back to Connors.

"The man that came to meet you in the asylum...do you remember anything about him?"

"No, he stayed in shadows. I never saw his face. He asked about..."

"Yes?"

"He asked about Spider-Man."

He was surprised. Someone came to Connors asking about him. That would only mean that this 'someone' knew his identity. He had one more worry on his mind now.  
Or maybe he was just being paranoid.

"And who turned you into the Lizard."

"I only remember pale ghostly eyes, which flashed blue before I lost my mind and woke up in the sewers."

Fury shared a look with him, and he didn't say anything. Anything at all. Electro, Lizard...someone was trying to break him.

* * *

End of Chapter 10

**(A/N): Hey guys, thanks for reading, and all the love and support. I am really overjoyed by the amazing response to the story. Finally, our favorite God of Thunder makes an appearance, and I didn't have a clue how to write that part so sorry, please try to imagine the accents and all. :D**

**Also, sorry for the last chapter's bold error.(On behalf of lol) I didn't want to use bold texts this time, but as there are less of them this time, I thought it wouldn't matter.  
**

**I can't believe Marvel killed Peter Parker. So now we have to see how Dr Octopus turns out as our favorite superhero, and wait for the resurrection lol. He simply can't die in such an absurd way.  
**

**Tell me what you thought of this chapter in your precious reviews. You can also PM me and I'll get back to you asap. Until next time, then.  
**

**Happy New Year to all the readers! :)**

* * *

Up next, on The Amazing Spider-Man: Team Up-

Spider-Man goes underground to retrieve the cross-species serum. But he has an unfriendly visit from OsCorp men. This might be a losing battle, as the spider fights against his own webs...

* * *

P.S- You know what to do. Hit that Review Button :)


	11. Hunt For the Cross-Species Serum

Previously, on The Amazing Spider-Man: Team Up-

Reed Richards is able to revert Connors back to his human form by irradiating his hind-brain. Nick Fury asks for Connors' help in stopping the lizard-men invasion, and requests Spider-Man to retrieve the original cross-species serum from the sewers. However, Spider-Man is once again on his own now, as this time there is no back up.

* * *

Disclaimer: I don't own any of the characters. All rights go to Marvel.

* * *

Quote- There are no easy answers but there are simple answers. We must have the courage to do what we know is morally right.

- Ronald Reegan

* * *

**The Amazing Spider-Man: Team Up**

**Chapter-11**

**Hunt For the Cross-Species Serum**

* * *

** Location: Underground**

'Just another day of my life, loitering in dirty waters to get my hands on a small container.'

He was outraged when Fury had finally, added casually that more and more people were disappearing. He was even more shocked when he was informed that people were turning into lizards due to being infected by the compounds in the cross-species serum. This meant that he had to hold back in combat, as he couldn't afford to injure innocents. Fury had even given him a small SHIELD badge, to press in case of emergency, to which he replied that he was touched by his concern.

A constant nag at the back of his mind surfaced again...why did Fury send him, when he could have easily got Connors to make another batch of serum.

Tony's face swam into his mind. 'The only single person Fury trusts, is himself, and even that is yet to be proven.'

He snorted in his mind. If Fury didn't trust the scientist, then he was crazy asking for help. If Fury was as paranoid as the Avengers made him to be, then there was a chance that Fury was thinking that Connors would attempt a city wide let's-turn-everyone-into-lizards-plan. His reasoning was logical, but he couldn't sense the motives. His mind was spinning now by all the loose ends, so he stopped thinking. He never hoped to completely figure out the man anyway.

The average mood across the masses was not at all cheerful. Only the areas where there had been no attacks were the usual; bright, noisy and crowded. But at the same time people in affected areas were hesitant to step outside after the dark. Still the lizard-men, nocturnal creatures for they were, attacked, dragging the bodies back into the sewers with them. He'd been told that over 100 people had gone missing, with only 27 'recovered'. Rest were...changed. The toll was increasing rapidly.

This time, he was overly cautious and was not in a mood to come down from the cold ceiling. He had avoided confrontations with lizard-men, stealthily continuing along the way to Connors' makeshift lab. He'd seen over ten reptiles, after which he'd stopped counting. If anything that made him more determined to finish the work quickly.

There he was, back again in the small room, where it had all started, where Connors was taken over completely by the Lizard's desire to turn everyone into reptiles. The place had been turned over, instruments shattered over the damp floor, delicate glass shards littering the once convincing laboratory. Now, it looked like a room hastily destroyed, and he was sure that the cause was not human.

He cautiously crept to the wall where he'd last seen the container with a timer on it. He anxiously hoped that it was not destroyed, otherwise his efforts were to be in futile. A sigh escaped him when he saw the mysterious container still intact, even after every single thing in the lab looked like it had been trampled over by an elephant. He thanked God for the little miracles. He scooped up the small tube, and glanced at the green fluid shining inside. He couldn't carry the whole container, so he took out a small test tube. After filling and corking it, he put the test tube away safely inside a small pouch he'd brought for the occasion. He could always carry the container clumsily but he'd to keep some of the serum as a backup safety plan.

He didn't pay attention to the sloshing sounds just outside. He was not as vigilant at the moment, and that turned out to be a grave mistake.

"WHAT IN THE WORLD! SHOOT HIM NOW, SHOOT HIM ! GET HIM BEFORE HE ESCAPES!"

**SPIDER-SENSE**

He whipped around, taking in the OsCorp logo in the gear of a large group of people who had entered without invitation. Next, saw ten weapons go up and heard five of them fired. He dived to his right without thinking, avoiding the barrage of bullets that hit the floor. In an instant the other five guns had been fired; he was sure it was a tactic to counter his agility. He bent his neck to avoid a bullet, and in a split second decision, leapt back somersaulting in mid air, watching all bullets pass.

He was aware of everything happening around the lab. The ten soldiers; there seemed no other term to define them, had took strategic positions, cutting off his retreat effectively. He saw a desk on his left with a broken laptop on it, and rolled on the ground to take refuge behind it.

Again the damn OsCorp. What did they want exactly...there was no Lizard here, unless, they wanted to get their hands on...!

"COME OUT, WE'VE GOT YOU SURROUNDED."

"ONLY IF YOU SAY 'PLEASE'..." he called back.

The firing had stopped for the moment, and he heard a furiously whispered conversation.

"DUCK AND TAKE COVER. WEB GRENADE."

He was confused, and only the word grenade registered in his mind as a small oval object landed with a clunk besides him. He had no choice except to move as far as possible from the innocent looking object. He fired a web line, and zipped himself away to the other corner of the room when the grenade exploded, and his world was obscured. He left the web strand and dropped painfully on the floor, looking down in horror to find his body covered with a sticky substance. It was the OsCorp made biocable.

One of the men growled," Look, a spider caught in it's own web." The others laughed a little.

He wanted nothing more than to rip the visor of the man's helmet and punch him so hard-

"Sir, we found it." One of the man, the leader was speaking, He couldn't see any device, but clearly it was to be hidden. He tried to move, but found himself completely covered and trapped by the web. 'What an irony to be captured by a web grenade...' he thought. He thrashed blindly, but to no avail. Just then the men raised their guns again. "Don't even think of escaping. Now answer this, what were you doing here? What were you trying to take?"

The words were harsh, but he realized the fear and anticipation in the man's voice. He was now sure now that OsCorp was after the cross-species serum.

"Oh, I keep coming down here, just to pay visit to the good old friendly lizard people every once in a while-"

The man moved swiftly and punched his mask, where the mouth was supposed to be. He gasped and cursed silently. The man growled," Let me ask this again. What are you doing here!?"

He met the cold eyes through the visor and sneered," Take a guess, you should know what am I doing here, if you have something between those earaargh"

The man had taken out a small knife and slashed his left shoulder. He bottled the pain down and tried to get up awkwardly. He was in a half sitting position now, and the man was still glaring at him.

"I have many ways to open your mouth." He then stabbed him again in the already injured shoulder. He bit back a scream, not wanting to give him the satisfaction.

"Hurts like hell doesn't it? Do you submit?"

"What! Is this a wrestling match or somethin-oomph" he fell silent as another punch registered on his face, and he decided to fall silent as it wasn't intelligent of him, pissing off his tormentor. The man then proceeded to whisper in deathly voice, "Oh, due to your miserable jabbering I almost forgot the pleasantries. Firstly it's time for intros. Lets see who you are..."

He felt a tug at his mask, and immediately willed his grip to grow tighter on the cloth. The henchman tried, and failed. Then he sneered, "Looks like an application of spider super glue or something of the sort."

Next was a kick in his chest that made him double over. He was back on the ground, panting hardly. Then the pitiful excuse of a human stomped hard on his lower abdomen, muttering evilly about 'hurts the most at kidneys'. He was right, it hurt like hell. But it was nothing but a dull ache when compared to what things he had suffered.

To think logically, these men were undoubtedly hired killers of OsCorp, hiding behind 'security work'. The man raised his foot and slammed his boot down on his face. He hissed, but again didn't show his pain. Then a voice came," Now now, let me deal with him. will you..."

"But-"

"You will do as you're told. Now go get that serum and preserve it in the specially designed-"

"But Sir what about Spi-"

"I will handle him. You are dismissed."

Spider-Man didn't feel any good by the 'handle' remark. He was currently sprawled on his left side, breathing heavily. This mysterious new leader could be more, antagonistic, or he could try to free himself. He'd been trying to get the webs loose and the violence had given him an excuse to move, wriggle and get the sticky mass loose. A pair of hands helped him to sit. He saw all around the room, and saw that everything was covered in webs. He shifted his gaze upwards, meeting the eyes of, Dr. Rajit Ratha **[1]**.

The man had a hint of a smile on his face. He bent down and whispered in his ear, "Good evening, Mr. Parker."

To say that he was stupefied, was an understatement.

* * *

**Location: Asgard**

The crown prince of Asgard opened his eyes slowly as he became aware of his surroundings. His body ached and as he tried to get up he groaned from the pain where Loki had struck him. Just then he saw a figure rush to his side and give him a potion. He raised an eyebrow at Eir, the goddess of healing. She replied smugly," It's not poisonous!"

He smiled and gulped down the vile looking liquid in one go, before giving the goblet to her. She calmly said," Now you should be able to exert yourself to your full abilities. Though I was surprised when you were brought here. I've not had to tend to you very often since you were a small-"

He turned at the sound of doors giving entrance to another person and found that his mother had entered the cabin. She smiled delightedly and asserted warmly," Consummate healing Lady Eir, and in so short a period..."

She bowed and replied," Thank you, M'lady. But I was only doing what I am supposed to do."

Thor however, had only one thing in mind. "Loki!"

His mother's brows creased and she sadly answered," He escaped, dear. Your father thinks that he might take shelter on Midgardian soil."

"Not might. I know that he will. He mentioned it more than once. But how was he able to injure me like this?"

She had a knowing look on her face. "Amora."

He growled at the name that he detested so much. Ever since his return from Earth, the Allfather was trying to make him lose interest in Jane, considering her a distraction in his path. It was he who had sent Amora, who had repeatedly tried to seduce him, even resorting to the magic she had learned from the Queen of the Norns. Not to mention that she actually hoped to get him for herself. But her aiding Loki was unlikely, yet at the same time very plausible.

His mother's gaze pierced into his, and he murmured, "I have to go back to Earth. I cannot allow Loki and the 'Enchantress' to wreak havoc uncontrolled."

"Thor, you will not undertake another journey to Midgard. Don't you see, this is what Loki wants. If you go back there, Loki will not hesitate from using all means to draw you out. Your friends there can handle-"

" They are no match for the magical prowess of both of them. At least, not in the sneaky ways used by the trickster."

She sighed and said tiredly, "And how exactly do you plan to go? I do hope, that you don't continue to hold feelings for the mortal. Your father isn't right about Amora, but he's right that she is a distraction."

His temper flared up and he retorted, "Are these the words of the Queen of Asgard, a mother, or the Goddess of Love?"

Silence.

"I knew it. And don't you worry...I will find a way again."

* * *

"The Bifrost is not just a rainbow bridge, Thor. It is sentient. It can't destroyed completely, though it is foretold that the bridge will fall completely when Ragnarok comes. You broke it partly, and it will heal itself. Now is not the moment for complete travel. Your mother is right. The trickster will try to drive you out. Unless he attempts something, I advise that you to push your concerns away until the time arrives."

He nodded. "Heimdall, I know this, but I can't just sit aside doing nothing."

"I know. Don't worry, I will keep an eye out for him."

He grinned. "Of course you will. You are the All seeing one, the 'whitest' of all Gods."

"Oh I liked that one ever since I heard it. The 'whitest'...has a nice ring to it. Anyways, I do think that you should talk with the Allfather about this issue. I don't think he'll manage it again, but you never know. Last time he had to call in many favors across the realms. Better be ready, or try to find another way of passage. But if seen from a different perspective, it's good that the Bifrost is unavailable, otherwise enemy forces would have declared siege on Asgard. The wall around Asgard is not impregnable at all."

"It's completely unlikely that enemies would come knocking on the front door."

"True" he sighed. "True...nice mortal vocabulary, by the way. The wall was never completed, not since you crushed the skull of that giant after the first war."

"Oh that, yeah...I still choke on the thought of Sleipnir being Loki's offspring. Cute horse, by the way. Until next time then, Heimdall."

He turned around to leave the guardian sentry to his own thoughts, but then he spoke, "I feel that this time it'll be worse, Heimdall. Last time he only wanted to rule under the influence of the unknown, but this time he'll attempt to destroy everything I care for, just to prove a point."

"Loki, is the least of your problems Thor. There are far greater forces at work, that will try to cause chaos. If what I've seen is correct and Lady Frigga's visions hold true, you'll soon have to face enemies even older than the universe."

He frowned, and asked," What have you seen? If this is about Thanos-"

"You don't see the big picture, warrior. I know that the Mad Titan is some how involved, but he only cares about his wants."

"Then what?"

"Many threats, but the one presently at our heads is Svartálfar. You better go now, I can see that your friends are looking for you. Remember Thor, dark times loom ahead, and we must be prepared. Now where did I put the mead..."

"Until next time, Heimdall", he quietly said again before leaving.

* * *

**Location: New York. Underground**

Spider-Man stared at the man in front of him.

"Wh-how?"

He was astonished by the relaxed tone in his voice. It was as if he knew it all along. And if he knew, then everyone at OsCorp...

"Before you say something, your identity has not been compromised. Your secret is safe with me."

He whispered back harshly, " I saved your life, and you are thanking me very painfully if I may say so."

The man didn't show any expression. "The first time we met, it was an awkward circumstance, bumping into each other. The second, you turn up as my savior. I'm sorry but I have to follow my orders, and you are in the way."

"Are you completely crazy? Haven't you learnt your lesson by the Lizard incident?"

"You don't understand...(sigh) we need the research. Accidents happen. We don't go blindly testing as you think. We won't try anything dangerous."

He shook his head fiercely. "This wasn't an 'accident' as you call it. The Lizard incident shows that the foreign species takes over by a great margin. It won't work-"

"Oh but it's working quite well on you...do you ever stop and wonder why? Do you have any idea, what you really are?"**[2]**

His mouth was running dry, and he was speechless. He really had no idea about himself, or his powers. "-the possibilities are magnificent, beyond your father's wildest dreams..."

He croaked, "My father?"

Dr. Ratha stood up as one of the henchmen came and informed that the formula had been secured and the adjacent sewers were clear of any lizard-men.

He wanted to yell loudly and stop the man. He tried to wriggle out of the webbing, and managed to get it a little looser.

"Ah, our tools. Ironical isn't it? Spider-Man against spiders' web...But as you know that they disintegrate after a couple of hours, don't worry. You will be free by the time we are back above-ground, if you're lucky and some lizard-man spares you."

The henchmen laughed at his plight, and he saw Dr. Ratha throw an apologetic look. He gave him the tiniest of nods. He was going to find out about his mysterious past, one way or the other.

The henchmen regrouped, all the time jeering at him, when he spotted the glass container of the serum in one's hands. He gave a mighty tug and luckily his hands came out of the webs holding him. He was on his feet in an instant, legs being easy once the fore limbs were free. Before anyone got a hint that he was free, he fired a web line at the container and yanked it swiftly. The person who just got snatched could do nothing but gape at his empty hand. Others whipped around and someone shouted NO!

All the henchmen scrambled for their guns but he'd already curled his hands into a fist. CRAck

The broken container dropped with a tinkle on the floor, the fluid seeping onto the damp sewer floor.

"Oops?"

His precognitive spider sense kicked into overdrive as bullets rained on him, but he dodged them without any regard. He shot swift glances at his only way of escape, and swung to the cavern hole. In the air, a dizzy spell caught him and his whole world tumbled sideways. He panicked slightly as he was a sitting duck if he fell, so he zipped himself blindly out of the cavern where he fell into a trench. As the water swallowed him, he again felt an odd sense of deja-vu.

Meanwhile, OsCorp henchmen cursed loudly and their leader punched the wall in disgust.

"We had him. We had him bound, and at our mercy, and he escapes us breaking the object which we worked so hard to get our hands on!"

Dr. Rajit Ratha replied, "Don't worry about that. This was the easiest option. Now we've to come up with something else for Mr. Osborn."

The man suddenly laughed, a twisted grin etched on his face. "That f***** won't be able to get far." He took out his knife, still stained in red. "Couldn't help myself. He was acting all cocky and trying to intimidate me. I just felt, 'we ain't havin it', and plunged the poisoned knife in his shoulder. Nasty piece of work this, the knife. Worked brilliantly on those disgusting monsters. What's the stuff on this again...?"

"Nanobots..." he breathed. Nanobots were running in the blood stream of Peter Parker currently, courtesy of the knives coated with a special serum to counter lizard-men. That would mean that his powers would be diminishing now, and would be erased in...15 minutes, maybe less.**[3]** He just hoped that the boy survived, he couldn't forget the expression on the face of Richard Parker when he had subtly found out about the spider experiment. Besides, he owed his life to Peter.

* * *

The water stream had twisted him apart and almost wrenched out his limbs before finally spitting him out from a pipe. His mind was in a turmoil, and he was unable to focus. He tried to get up when another wave of dizziness rocked through his body. He groped wildly for support which was not there, and fell to his knees, breathing heavily.

'What's wrong with me...'

He stood up, trembling and shivering from being drenched in the water. The cold bit into his flesh, sending odd shivers down his torso. He got up again, determined to find a way out of the godforsaken place. He checked his pouch for the tube, relieved to find the serum safe. He couldn't go back empty handed. He craned his neck for a better look across the surroundings. He was not familiar with this place. But he figured out that he had to be very far from any hope of rescue. Still, he took out the thin metal badge of SHIELD from his belt, and pressed it. Nothing. No blink of a light. He tapped it in frustration, but to no avail. He threw the badge away which landed with a dull clink on the floor. His last option was also gone. Now he was all alone, injured and at risk of hypothermia and being eaten by mutated reptiles. Just another day of his life. Then he calmed himself down and picked up the badge again, sliding it inside his belt.

He looked up, a wall of water pouring down the way he came from. Just above it was a circular hole, which he hoped was a tunnel back to somewhere he could find his way out of. So he zip lined himself straight into the tunnel, landing on a floor covered of muck. Disgusted, he took to the ceiling route, continuing on his way through the dark tunnel.

'Tunnels tunnels and more tunnels. Give me a break... I didn't sign up for the grand tour!"

Something was very wrong. At the end of the tunnel he came up to a huge chamber, pipes covering the area along with wiry meshes and closed exits. He took it as a sign that he was near to 'civilization'. But he couldn't shake away the dread that crept on him as he stuck to the cold surface. He dropped and landed on a thin pipe that went the whole length of the chamber. Silently he padded on the metal, which groaned as he took his steps. The chamber was suddenly filled with howling noises and growls, and he dared not look down, afraid of what he would find. He was not in the best of his condition and he could fall down from the pipe if another dizzy spell washed over him.

He could see no way out of the huge room. He looked around for anything, anything that might be of some help, when his eyes caught sparks in the darkness. Sparks meant electricity, which further meant that there was something down there. Bracing himself, he dropped down, and landed softly on a wooden surface. There was a generator there all right. He traveled down the length of it and found a dim glow at the other side. The little light available to him was all he could put his concentration on, as he punched some buttons, and at once the chamber lit up around him.

Sighing with happiness, he saw buttons marking doors out of there on a machine which turned on as soon as he turned the power on, but the wires were disconnected there too. He thanked God that he was not using non-conductive webbing today. He was on a wooden surface, so there was no risk of a shock. He wrapped up the ends of wires with his webs, joining them together and the machine whirred, earning a silent whoop from him. But the joy was short-lived, as all hell broke loose shortly.

Something dripped on his shoulder. He wiped it and noticed with horror that it was blood. Maybe his Guardian angel was with him today, as he slowly looked above. A lizard-man, bigger than all of the ones he'd seen, narrowed its red eyes upon him. He at once went rigid, trying to lamely throw off unwanted attention off him, but the beast continued to eye him. Then, it attacked.

He had no time for wondering why his spider-sense had not warned him but he side stepped, and was stunned when his moves were not fast enough and the reptile simple turned and clawed his left wrist. It didn't take him long to figure out that he was outclassed, but why, he didn't know that.

He leapt back and tried to swing away, but his hands were not quick enough to grasp the thin web line and he fell solidly on the floor. This was the last straw for him. Something unaccountable was going on here, and he didn't want to think about it. Meanwhile, the monster launched itself from the machinery platform, moving through the air like an angel of death. He clumsily hopped around, taking refuge behind a big metal cylinder. On hearing a little break in the hisses and growls, he dashed across the room, scrambling over the wall, aiming for the same pipe he was perched upon a few minutes ago. Then to his horror, his fingers slipped and he fell hard on his back. For the first time in his life, he truly felt helpless. His powers were diminished...somehow.

He got up, trying to ignore the pain in his injured shoulder, bleeding wrist, pounding head, and aching back. The reptile's eyes flashed dangerously, just a few yards from him, and he saw the deadly jaws split open; he felt like the monster was grinning.

It wanted to play cat and mouse with him, as it seemed. He ran, his legs screaming in fatigue, when he was reminded that his webs were not a part of his powers. So while running, he looked back every once in a while and let loose the sticky fluids. By the annoyed hisses, he got a feeling that the reptile was now beyond pissed.

The ugly lizard-man opened its mouth and roared, bending its head down and charging him. He stood there, rooted to the spot as he realized that finally his luck had run dry, and now there was nothing he could do. But the sight of those razor sharp teeth coming to cut him, and devour him clicked off something in his mind. His subconscious mind locked on a certain vibranium shield, and he pressed hard on his web shooters, using his wrists to weave the strands together. Bingo...temporary shield defense ready for him.

The sharp claws embedded in his web made shield which was hardening fast, and he tried to use it and ward off any swipes made at his body. When the beast poked its head from the side, he covered its eyes with web. Once again, he was in a situation where he had to end the fight quick, for he won't survive for long. He fired off web balls in quick succession, earning angry growls from his adversary.

"Help...anything..." he muttered desperately.

BOOM

The torso of the creature splattered with an ear splitting explosion, and he found himself covered with...he didn't even want to know. The broken figure swayed a little, and fell to the floor, badly charred and with a huge hole where the heart should have been. He rolled down on the floor, sighing peacefully. Then he raised his head and was very pleased to see Clint Barton adjusting his bow at the corner of the room.

"About time, Hawkeye...what took you so long? I thought that this piece of junk was not working..." he held out the badge and flung it through the air, where Agent Barton caught it smoothly.

"Your signal was lost, alerting SHIELD. I found my way down to the lab, which clearly showed signs of a fight. It was there that I received a faint, very weak signal, leading me here. Nice shield, pity that your web disintegrates, after?"

He nodded. "A couple of hours, give or take a few minutes. I thought of Cap, and it came instinctively. And how in the world did you manage to open the doors? Got an all access pass, or a master key...or any other gadget used by tech savvy people?"

He grinned. "Nothing of the sort. But something similar to access pass. We have a gadget which counters every electronic door on this planet."

He got up, and waded in the shallow water which he'd not noticed so far, after falling. 'The human brain completes broken links, which causes us to 'unsee' many things...' he mused.

"Lets get out of here then...did you see any humans down here?"

"No, and that's bugging me too. I don't like this one bit. We better get back to safety because I don't want to spend a single minute in this place."

He nodded, and they left the place, leaving a solitary lizard-man corpse to rot behind. Hawkeye proceeded to open a different door, saying, "This route will take us to that pumping station."

Then he paused abruptly, and asked seriously, "What happened to you? If I hadn't reached in time then that..."

"I was holding very well on my own." he suggested weakly.

"You need to take lessons on lying from Tony." he muttered sympathetically.

He glared at the overgrown bird of prey, and then realized it was no use...damn mask. He slowly replied, "Don't know. All my powers...kinda, shut down. I suspect, and I know for sure, that those OsCorp goons have something to do with this. If I had to take a guess, I would wholeheartedly blame this on that ringleader of the thugs, who used a weird knife on my shoulder."

"And you have been on your own for so long?! I take my earlier opinion back kid...you are good, very good."

He smirked at the awed tone of Barton's voice.

"But don't worry. Once we get back to base our medics will look into your problem and solve it in a jiffy. By the way, how exactly do your powers work? You weren't born with them were you..."

"Nope...I won them on a tv quiz show-what was that!"

Hawkeye didn't wait and in a flash he grabbed his shoulders and pushed him hard out of the door, cutting off his cries of protest.

They ran through a narrow corridor, Hawkeye taking the lead.

"Now look, since you don't have your powers, I think you should stay behind and let me-"

The tone in which he said that was so hesitant that he couldn't help blurting, " Hey...I'm not an invalid."

But his companion just smiled back and they continued running. He noticed that the area was thickening up with more and more machinery, and similar signs of human domination.

"Please tell me that you know the way accurately..."

"Hey, have some faith in me. After this tunnel we should come by a-"

He never got to complete his sentence as a door, about thirty yards away split open to admit more lizard-men.

"Shit...we don't stand a chance in an open fight. We're surrounded."

His eyes darted fearfully and landed on a pipe on their right.

"In there...quick, c'mon."

They rushed as the lizard-men gravitated towards them, and entered into the pipe. It was small, and lizard-men would be unable to come after them. Halfway down, they stopped to catch their breath and look behind. One of the lizard-men was poking his head inside, trying to fit the rest of his body inside. Hawkeye notched an arrow on his bow and shot, penetrating the head. The arrow exploded a second later, and he heard Hawkeye mutter, "This will teach them a lesson in respect."

They crossed the pipe and came out into a much familiar place.

"I know this place...Cap and Tony along with me busted some lizard heads here, and they couldn't get your signal, and then your girlfriend-"

"Whoa wait, what's this about my girlfriend...I have no girlfriend, or girlfriends, just women who...y'know-"

"No need to explain, but even a clueless male like me can tell that there are sparks flying between you and the fiery redhead."

"Can't we just concentrate on getting out? Two doors after this and we're back to fresh, unstinking, above-ground freedom."

"Unstinking is not even word. Getting out, well, speaking of which, we got company."

At first they cheered up on the sight of another human, but then he felt that something was off, even without his spider-sense. It was a worker, in his uniform lumbering like a robot towards them. He had appeared from thin air it seems, for they hadn't noticed him. His clothes were torn, and he looked mi

"Hi...we just...are you alright?" he looked besides nervously, and was not at all relieved that Hawkeye was staring coldly at the man in front of them. He flashed out a knife, and loudly announced, "Stay back and state your name." "SHIELD protocol, otherwise I'd have attacked him." he added in a whisper.

The man came close, and then Spider-Man realized that the man's skin had taken a greenish tinge, and his eyes were bloodshot with a blank face, devoid of all emotions.

"He's one of them isn't he?" he whispered."

"Yeah. But don't you bother...we can't help them now. We need to get back with the serum to be able to help them. C'mon. Let's go. Go!"

Clint nudged him in the shoulders, and pushed him lightly to indicate that they continue walking without paying any attention, and without gathering any, if they valued their lives. He turned away from the man, shutting his eyes to send that image of his ghostly pale face away completely. They passed the man, trying to find the exit.

The man's next movements were so unexpected that no one, especially not Hawkeye had any time to react. Before Clint could do anything the bedraggled personality had launched himself on him, pinning him on the floor while growling hard.

He started forward to move to his aid, when more people started to appear out of the shadows, and he hit upon the reason with a pang.

'They're transforming! The cross species has taken over completely!'

Hawkeye managed to free his arms, punching so hard Spider-Man was sure he had broken the poor victim's nose, and then he kicked him hard, sending the pathetic opponent rolling away; Swift in his movements, he got on his feet in a second. He then took out a gun from a holster Spider-Man had not even seen earlier, pointing it at the man, who was preparing for another attempt.

He pushed the gun hard, exclaiming, "No! They're innocents. Don't kill them, they need our help. Besides, they aren't acting on purpose."

Agent Barton lowered the gun, and replied, "You're right. Sorry, got a bit carried away. But what now? We can't fight. Our exits are covered. We're surrounded from all sides. We-"

The worker tried to attack again, but he swept his feet from under him and webbed him to the floor. 'Actually have some skill...wonder how I allowed Flash to bully me for so much years.'

They shared a grin, which disappeared off their faces as another worker dragged himself closer to them, with the same uncoordinated, eerily zombie-like pace. Then another one appeared, and another. They counted ten of the lonesome figures approaching nearer with every passing second.

"Okay. Exit one, covered. Exit two, danger. Exit three, we can't hurt the danger. Do you want to take chances with exit two?"

"No", he yelped. "We're better off with these. At least they're humans. I say we over power them. Knock them out and escape."

"You make it sound so easy..."

* * *

**End of Chapter-11**

**(A/N): [1] The scene of Dr. Ratha's death by the hands of the Lizard was deleted from the movie, so I safely assumed he was alive, after all, he couldn't be still hanging from the Brooklyn Bridge in a car, a strange plot hole in TASM.**

******[2] Deleted Scene :D**

**[3] I took the idea of nanobot serum countering cross species from The Amazing Spider-Man game, as most of you have realized.**

**Thanks for reading, I hope you are enjoying the story so far. Tell me what you thought of this chapter. Leave a review, or you can PM me and I'll get back to you as soon as possible. All suggestions are welcomed. Until next time then...**

* * *

Next Up, on The Amazing Spider-Man: Team Up

He couldn't ignore it. After running for the entire night, he had come close to death may times and escaped with a tiny element of luck on his side. But now he and Hawkeye were about to be overwhelmed, and they could do nothing about it. They stood, back to back, warding off attacks as they moved through the wall of workmen who were unlucky enough to catch the cross-species virus. Fortunately though, all the men were 'transforming' now(in a sense), which meant that they were unorganized and blank, attacking savagely. He wasn't sure whether he should be happy for the lack of organization, or scared by the feral attacks. Then, like the piercing silver lining of a cloud, they spotted a door. A door! To think as it was there all long and they were too dumb too notice it. They caught each others' eyes, reflective eye lenses to be exact for himself, and grinned simultaneously. "RUN!"

They sprinted towards the door, Hawkeye muttering, "Never thought I'd live to see a zombie apocalypse movie scene turn real."

He laughed and almost lost his balance when one of the 'changed people' tried to rugby tackle him into the ground. So he forced himself to run faster than he had ever ran, knowing fully well that his life depended on reaching the safety of that door.

* * *

P.S- You know what to do. Hit that Review button :)


	12. Unexpected Allies

Previously, on The Amazing Spider-Man: Team Up -

Spider-Man goes back into the sewers to retrieve the cross-species serum from Connors' makeshift lab. It turned out that OsCorp was still after the serum, and after a confrontation, Spider-Man manages to escape, though after being injured and his powers stripped off, by the effects of nanobots running in his blood stream. Soon after, Clint Barton finds him, and they both hurry to get out of the place, but find their paths blocked by people infected by the cross species virus.

* * *

Disclaimer- I don't own any of the characters. All rights go to Marvel.

Quote- Be courteous to all, but intimate with few, and let those few be well tried before you give them your confidence.

-George Washington

* * *

**The Amazing Spider-Man: Team Up**

**Chapter 12**

**Unexpected Allies**

* * *

**Location- Underground**

"Got any ideas?"

"No...but I remember many stories in which acting immobile and zombie like saved the hero's life. I take it that you understand the course I'm suggesting."

"No...hell no. I'll not walk with those things. And they're not zombies, Spidey. They're people. So your theory has a big chance to fail. I say we attack."

"I was in favor of attacking ten seconds ago if you remember, but not now."

By then the first man started to convulse on the ground, and the others were getting closer by the minute. Then suddenly a creepy feeling spread down his body. 'Don't look back...'

Suddenly a pair of hands came around his shoulders and grabbed his neck, and he almost fell back by the momentum shift in weight. Clint immediately came to his rescue, trying to pull off whoever had attacked him. But the thin fingers were resisting, and finally resorted to suffocating him to death. Clint slashed at the hands with a knife, and kicked the man to the floor, giving him a hand. He got up, breathing heavily and massaging his throat. He looked back, and before his eyes, the cuts Hawkeye had made healed on the bony hands.

"They're definitely changing!"

He couldn't ignore it. After running for the entire night, he had come close to death many times and escaped each time with a tiny element of luck on his side. But now he and Hawkeye were about to be overwhelmed, and they could do nothing about it. They stood, back to back, warding off attacks as they moved through the wall of workmen who were unlucky enough to catch the cross-species virus. Fortunately though, all the men were 'transforming' now(in a sense), which meant that they were unorganized and blank, attacking savagely. He wasn't sure whether he should be happy for the lack of organization, or scared by the feral attacks. Then, like the piercing silver lining of a cloud, they spotted a door. A door! To think as it was there all long and they were too dumb too notice it. They caught each others' eyes, reflective eye lenses to be exact for himself, and grinned simultaneously. "RUN!"

They sprinted towards the door, Hawkeye muttering, "Never thought I'd live to see a zombie apocalypse movie scene turn real."

He laughed and almost lost his balance when one of the 'changed people' tried to rugby tackle him into the ground. So he forced himself to run faster than he had ever ran, knowing fully well that his life depended on reaching the safety of that door. He felt tired and powerless, which meant that whatever concoction was on that knife was still active. They reached the door at the exact moment the transformation was complete. The workers snapped out of their stupor like someone had flicked on the switch in their brains, and attacked without preamble. He dived across the door, landing heavily on the floor. He was up on his feet in a flash as Clint stumbled through the door, and together they shut it, panting heavily. For added security, he webbed the edges of the door to the wall.

Then they sat , and he began to laugh. Clint joined him. They had escaped, and the tube containing the serum was safe in his pouch.

* * *

**Location: SHIELD Central (3:21 AM)**

"Didn't know you guys had pickup choppers..."

Clint shrugged and replied, "In cases of emergency. Otherwise we try hard not to attract too much attention."

They went through dark and quiet corridors, he was impressed...He had been here once, when SHIELD had sent an army to coerce him, but he had not noticed so much details. This time, he was returning from a mission.

'What am I thinking?! Mission...I don't work for them.'

Security cameras swiveled around, and many people in kevlar jumpsuits crossed their paths, and some eyed him suspiciously. He remained oblivious to the glares thrown at him behind his backs.

"Looks like you're already unpopular with SHIELD recruits."

"Really? Why?"

"They're jealous."

He stared back incredulously, their footsteps echoing across the corridors. "REALLY...why?"

"SHIELD training is one of the most rigorous one on the whole planet. Everyone here trained their asses off to get to this level. But only the best get a place in the Avengers. Earth's Mightiest Heroes. You were offered a place. They feel jealous because of that, let alone the fact that you are so young and still beat them."

"I didn't beat anybody, I don't work for SHIELD."

"People find reasons to justify their feelings, Spidey. Trust me, I know. I faced this earlier. A nobody, an exhibit at Tiboldt Circus, with no talent except the title of 'World's Greatest Marksman, rising up to a high position. I-"

"That's a great talent, and you've made it on your own, no super powers like me. Even I envy you."

Clint laughed, and replied, "Well, I'll take that as a compliment."

A door hissed open on his right side and out stepped another SHIELD agent. This time, it was a girl. The blonde looked abashed at being caught and her blue eyes had a calculating glint in them, even more pronounced when she saw him. He couldn't help feeling uncomfortable under her scrutiny.

"Agent Morse, I must advise you to stay in your limits. You are already in too much trouble. Director already suspects you of being a spy, and you are not helping matters at all. Pleas-"

"You know my reasons, Agent Barton."

He noticed that the words of Clint were in a strained and nervous voice as he saw the air tensing between them. He awkwardly started, "Nice to meet you..." he trailed off when she again turned her sharp gaze at him. Clint muttered, "Please, Bobbi."

He looked at Clint, then the girl, and Clint again. He had no clue about this whole episode.

"I was a bio student at Georgia Tech. I left it. SHIELD enrolled me in their spy school. I was the top student of the batch. I am Bobbi Morse."

He blinked after the short introduction.

"Um, I am a freshman at college. SHIELD kidnapped me and forced me to join, but I refused. That's about it."

She smiled, and replied, "Then you might be good. Your mind is not narrow. And I am no two faced spy." She glared behind, and passed. He was sure he'd heard him mutter 'jerk' under her breath. Having no idea how to respond to his, he continued onto the way to SHIELD debriefing room along with Hawkeye.

"So...what's with you and...her?"

"I don't know."

"Oh-kay...?"

"Well it's no harm in telling you. She's breaking into our database for some time now, and Fury suspects her of being a spy. She doesn't trust the system of SHIELD, and is trying to find leaks here and there, corruption evidence etc."

"That's...enlightening. But I was not asking about that."

"Yeah...I already told you that I don't know."

They fell into silence as they reached their destination. Nick Fury was waiting for them, dressed in his usual black trench coat, his eye expectant.

"So, have you got it?"

"Geez...glad to know you are concerned for me, Director."

He got a half-hearted glare in return. "Take a seat, gentlemen. Please hand over the serum, kid."

"Please and 'hand over' don't work together, Director."

Fury rolled his eyes as he reached in his pouch and took out the innocent seeming green liquid that had caused so much trouble so far. The grim director scooped it up from his hands somewhat excitedly, and then swept his hand as if motioning someone to come in.

A man who could only be called a doctor stepped inside and made his way over to the pair of them. "Medical Attention for you two. Now please cooperate. Oh sorry, forgot to introduce myself. I am Dr. Ames."

He groaned and tried to refuse, but Clint gave him an encouraging nod. He yelped as the man clad in white sprayed something on his shoulder. He made a noise between outrage and shock, but the man sternly spoke, "It's just to numb your shoulder. Don't act like a baby. That shoulder looks bad...and I don't want you subject to any more pain."

He nodded gloomily. It was not like he had any choice. After a few, long, eternally long minutes, his shoulder was bandaged, and he was given a few painkillers. The slashes made at his chest were cleaned and disinfected thoroughly.

"I seriously advise rest for a week after this. Whatever bad is in your system will be flushed out by then, and your bruises will heal. If you let me remove that mask-"

"No. I won't, for a good reason." he said the last part throwing a glance at Fury, who didn't say anything. Besides, maybe a nasty bruise would adorn his face after all those punches and stomps.

'Aunt May...Oh God I've done it again. What will she say...!'

Meanwhile, another person was giving a quick check up to Clint. After they both were done, Fury stood up, with a file in his hands.

"The antidote will be researched soon. We can count on Dr. Connors and SHIELD team to get it right soon. Till then, I need you to see this as it concerns your suspicions about the Electro."

He took the file curiously and flicked through it. Frowning at the similarities between earlier mind control methods used(Chitauri incident included) and Electro's case, Lizard's...

"Reed Richards tracked the cosmic power signature."

He threw the file on the desk, thinking deeply.

"What? Didn't get a word?"

He snorted and replied, "No, the exact opposite of it. What worries me is that the graphs of the energy recorded earlier and the curves in case of Electro and Lizard are both cosmic in nature, but there is a marked difference.

Fury had assumed a suspicious and amazed expression and he retorted, "So what are you implying? That Reed Richards, the most intelligent man on Earth is currently on a wild goose chase?"

"No" he spoke quickly, looking pleadingly to Clint for help, who smirked and didn't say anything. "He is indeed tracking a source of cosmic energy. What I mean to say is, look at the peaks and troughs of the graphs of Loki, and whoever controlled our resident trouble makers. Then study those patterns in the outburst you recorded and sent FF to investigate. The heights in the graph are too low."

"You lost me there kid."

He sighed exasperatedly. "This means that whatever you guys are chasing is something different, not the villain we're...you're looking for. There cannot be a sudden change in the magnitude of power like this."

"If what you say is correct then I guess we should know soon. I am expecting a report from them tomorrow morning."

* * *

**Location: Joshua Tree National Park, California (Approx 12 hours ago)**

Susan Storm had just finished berating her idiotic brother who was searching for fun on the serious expedition. They were approximately 4 miles north of the Queen Mountain, and the sun was shining bright on the rocky terrain of the Thing, um, the desert.

"Remind me again why you guys wanted me along."

"Oh c'mon Ben, they love us and so want us along, despite us being no use in this." Johnny replied in a proud tone. Reed rolled his eyes and looked out of the SHIELD MK III Viking aircraft, and his eyes caught up with the huge crater that loomed below them. Others were as captivated as he was, and no one said anything, guessing the size of the crater.

Sue exclaimed, "Finally. After hours of Johnny asking 'Are we there yet' every five minutes, blissful silence at last."

Johnny pouted behind her, and muttered distractedly. "We should have brought the Fantasticar. Heck, even the Pogo cycle would have worked fine."

Ben chuckled and began to cough. "Yeah, so right you are pal."

A few minutes later, they landed and left on foot, leaving the SHIELD pilots onboard. Fury had given specific orders to keep the personnel on board, so that there was no risk of them being exposed to cosmic radiation. They had been told that last time something like this happened (Mjolnir), they had sent a huge number of recruits and scientists because there was no trace of radiation.

Johnny hopped ahead, bored out of his mind. He raced through the ragged terrain, pressing down the urge to just flame on and go there. The crater had a good mile wide radius.

He was the first one to reach a rising structure like a secondary crater, and on crossing its edge he gasped and stepped back in surprise.

"Johnny...JOHNNY what happened?"

He didn't say anything, and motioned for them to come and see. They caught up with him huffing and panting slightly, and directed their gaze downwards. Smoke still curled off the humanoid figure, and Reed hesitantly got nearer. The ignorant three of them gasped dramatically, as the face of the being shone, clear in the sunlight.

Silver eyes flashed open, taking in the environment around, and Susan was the first to speak, "Norrin?!"

The Silver Surfer was alive, and back on Earth.

* * *

**Location: SHIELD Central**

Spider-Man waited in the room as Clint excused himself and Nick Fury offered him a position again, and went back to scaring him, then a threat of spying; in short, not unusual at all.

"The lizard-men problem is getting out of hand, Spider-Man. Now we don't know who is infected and who is not. There have been random outbursts of violence from infected people in public, and many people are in hospitals. We've set up quarantine facilities in affected areas, and released a statement from the NYPD to take mood swings, spacing out, unbroken stupor seriously and come for treatment right away."

He quietly nodded.

"The citizens are demanding answers. We've got angry civilians protesting outside UN headquarters, Brooklyn Bridge City Hall, and that's the larger gatherings. W- ah, the agents have arrived from China."

He turned in his seat. Two agents in casual attire stepped into the room. They both were probably in their early twenties, and it was a treat for his eyes, gazing upon T-shirts that said 'I refuse to engage in a battle of wits with an unarmed person' in the base of spy organization run by a director wearing trench coats.

Fury barked, "About time, you two. Stark blasted off to China without a thought. Fill us up on the Mandarin."

The first one grinned, "Chillax dude." He added "sir" hastily when Fury's eyes hardened and his face morphed into a no-nonsense outlook. The other one simply looked bored at his partner's antics.

"Spider-Man, meet Agent Aerodart, and Nitrozephyr."

"Who gives these sort of names?"

The animated agent on the left was of Indian origin, having a serious air around himself but with brown eyes betraying humor by a steady glint. The second agent, 'Nitrozephyr' had sharp black eyes that took in his every single feature curiously.

Fury continued hastily, "Onto business, gentlemen. These are level 3 agents, kid, the rank of field agents, but the best pair we've got. Barton, is a Level 10."

He nodded briskly, not at all understanding the administrative division of SHIELD and asked, "Pair? They're not collectibles! They work for you."

Aerodart chuckled and replied, "We're individuals, but thanks for your concern, Spidey. By pair our esteemed director means that many times agents work in pairs, with the best mutual understanding. Like Hawkeye and Black Widow." Clint made a non-committal sound in the chair besides him, Fury coughed slightly, and they fell silent again.

"Nice to meet you, Spider-Man. Heard a lot about you. The name is Vishal Sharma. You can call me Vish, or...Aerodart."

"Your codename means a steel arrow?"

"Does it? Ask him. He was responsible." he pointed all his fingers in the direction of a certain director. His partner came forward, restless black eyes still appraising him with a calculating look. He offered his hand, "Ryan Gabriel. Nice to meet you, and I look forward to working with you."

"Working with you? I neither work here, nor plan to do so in future."

Vish said seriously, "We're all allies against the dark forces, Spidey."

Spider-Man sighed, wondering how he'd gotten himself involved with SHIELD. Meanwhile, Fury produced another file, loudly interrupting the introduction. "First things first. The Mandarin."

Ryan began to speak, "The Mandarin, whose real name we don't know, is a genius, adept at wielding swords and is a martial arts expert. His past is shrouded in mystery, and the only thing we know is that he built his empire using family wealth. Rumors are that he managed to get his hands on extraterrestrial technology, and his goal is to conquer China first, and then head for world domination. There has been a significant rise in terrorist activity for the past few months. We believe, that he is making his move. Only last week Vish got his hands on a potential ally, who jabbered something about the Makluan and the ten mighty rings."

He asked, "Why is Tony so eager to get involved?"

Nick Fury sighed, and replied, "Because the Mandarin was the person responsible for Tony's whole predicament. He was the patron to a Sin-cong revolutionary Wong Chu, who abducted Ho Yinsen and Tony Stark. Yinsen and Stark made the first Iron Man armor, and the former sacrificed his life to buy Tony extra time. Stark escaped with the help of the armor. He had a lot of respect for the man and his works. Add to it the fact that the Mandarin is currently stealing and pirating Stark tech for his dirty, and you can imagine Stark's anger and desire for revenge."

He stood up suddenly, realizing that Fury was trying to get his trust by sharing SHIELD's current interests with him. He would not allow himself to be manipulated so easily. He smoothly said, "If you don't mind, I need to go back. It's almost four in the morning."

"Of course. I shall arrange a flying car for you. Sorry for getting carried away, our first priority is the lizard-men problem. Be careful, as anyone; anyone you know, could be infected around you. You know the symptoms accurately. I hope that this reptilian nightmare comes to an end with the development of the antidote."

* * *

**Location: Baxter Building**

Reed Richards was pacing nervously in the hall. Johnny and Ben were watching his every move from the couches. They had convinced the pilot, a SHIELD agent named Kelso to take them back to Baxter Building, instead of SHIELD Central, and had told him to inform Fury about the...circumstances. Truthfully, he didn't want SHIELD to capture the Silver Surfer with the pathetic, but arguable reason of him being involved in the Galactus escapade. Not to mention that they had tracked him down as an extraterrestrial threat to Earth, using mind control on supervillains...

The Surfer had not spoken since being taken, and they'd laid him on a monitoring desk. It felt really weird, diagnosing a cosmic being, but he did his best. The energy levels around him were really low, in bright contrast to the first time the had encountered him. After much coaxing, Sue had agreed to go and get him to talk. He had argued with her that the Surfer was most likely to talk to her, which was a 100% probable outcome based on their past experiences.

Five minutes later, Sue came out and everyone stood up expectantly. She shook her head in the negative. Johnny groaned and Reed asked, "Anything? Anything at all?"

She took a deep breath, and said, "Yes, he said your name. Then turned his head away and refused to speak anything."

"My name?" He muttered distractedly. 'What does he need me for?'

He clapped his hands together and said, "Okay if that's what he wants, I'll go meet him." It was funny seeing others' reactions on his declaration.

* * *

"Norrin Radd, Susan told me that you wish to speak to me?"

The Silver Surfer turned his head at his sound, and his ancient gaze pierced into him. Both refused to break eye contact, Reed because of determination and the Surfer, well...he had no clue. Then he spoke.

"Before you start your inquiries, I will not answer questions about me being alive., because I don't know the answer myself."

He raised an eyebrow, and replied, "I didn't come here to ask that. You're alive, that's great news. We want to know about you re-entering Earth's atmosphere."

"The Devourer of Worlds has exiled me on Earth, as a punishment for daring to oppose. I cannot leave the exosphere of your planet, and in my latest attempt I weakened myself too much. I crashed, hurtling through your planet's air again, wondering if this is the end. I wanted to go back to check on my people, because...Galactus doesn't allow opposition. I'm sure that he'll attack my planet with a vengeance. I don't know if he has already destroyed it."

With that he shut off his eyes, and Reed felt a little sorry for the guy. He tried to say something, but he had no clue how to comfort the powerful astronomer from Zenn-La.

"How can we help you?"

"I'm beyond help, Reed Richards. I'm stuck on your planet by an invisible barrier, and even my board can't get through it, despite having absorbed the Power Cosmic."

"Then why did you wish to speak to me?" he asked with a little irritation.

"Because a new threat looms over your world...an enemy that has intentions to gain absolute power in the universe...the Avatar of Death."

Reed had a bad feeling that this was the enemy they were looking for, and he asked, his voice turned to a whisper, "Who is it?"

"Thanos, the Titanian Eternal. A strong mutant that became so obsessed with death that he killed off millions of his own race."

Reed assumed a revolted expression, and said, "Are you sure? What does he want here?"

"Power, what else...he wants to have unlimited power, and wished to impress the manifestation of Death."

"So you mean to say that he is a crazy alien who wants to kill everyone to flirt with a cosmo-mystical manifestation of Death...seriously?"

"I don't jest, Reed Richards. He's not just any cosmic being, the threat lies in the fact that he will do everything to achieve his goal. It was Thanos who was slightly behind the Chitauri invasion on Earth. He wanted the Tesseract then."

"But Fury said it's on Asgard...what does he want here?"

"Power. There are far greater things than Cosmic Cube, Reed. Thanos intends to use the Soul Gems..."

"The what?"

"Six immensely powerful gems, created by the Elders of the Universe. The gems were lost in an earlier battle, and Thanos attacked the Elders to gain them. But by the intervention of the Tesseract, the gems are currently somewhere on Earth."

"When you say power..."

"Six gems, with unique powers. Soul, Mind, Reality, Time , Space and Power. Prepare yourself for another battle, Reed Richards, and alert your fellow human beings. This time it won't be so easy."

The Silver Surfer let out a sigh and fell silent again, and Reed knew that he was dismissed, non-verbally. He left, eyeing the Surfer curiously.

* * *

**Location: Parker Residence (6:00 AM)**

Peter couldn't sleep after coming back from the SHIELD Central. He tossed and turned in his bed, or stared at the ceiling. But he couldn't take his mind off the dangers that lurked outside the door. He got up drowsily when his attempts to sleep failed and went down the stairs, taking in the fresh morning air.

Aunt May was in the kitchen, and greeted him with her usual smile and a warm hug. Luckily for him his face was still in one piece. He paced tonelessly around the house, guessing the progress of the cure. Fury's last bombshell to him was that the serum compound had spread rapidly through the air, and thousands were supposedly infected, but they could do nothing until the symptoms showed up or someone came for a check up. All recognized hospitals were provided with details of the compound and doctors were advised to look for that in the blood stream.

spider-sense

He froze, darting his gaze around the house. He could see no threat, but his spider sense was nudging him slightly. His powers had started to come back in the SHIELD base, but he'd kept his mouth shut, and was grateful that Clint didn't say anything about that to Fury. Maybe he could trust the guy.

He moved non-nonchalantly to the front door, not giving any hint to Aunt May that something was wrong. She was speaking animatedly, "I went to meet the Watsons today. Anna is a great company, and her daughter Mary Jane is a polite young lady. She-"

He couldn't tell her to stay silent; he moved the curtains away, peering outside through the spotless glass. The street was silent, except for the lone figure that stood approximately fifty yards from their house. He squinted his eyes hard, and recognized the man as Mr. Walters who lived a couple of houses away. He had no clue why he was sensing danger from a harmless middle-aged man.

Then he realized the problem. His neighbor was moving with the same lethargic, absent minded pace that he had seen the workers inside the filtration plant move. His brain began to scream 'INFECTED' but he didn't know what to do. He couldn't just go out there and assault a man. He had to wait for something to happen.

Peter saw the man come nearer and nearer. He was slowly panicking. Why was the man coming to their house...did he somehow sense his 'condition'...His heart began to beat a little faster. If the infected man came here he couldn't fight and defend Aunt May at the same time. Frustratingly enough, he could not go out and fight before it turned ugly. Aunt May was still speaking, oblivious to the danger.

He took out his mobile, and proceeded to call 911. He just told them that there was a 'changed' man outside their home, and by then Aunt May noticed him staring outside non-stop for a couple of minutes.

"What happened, Peter?"

He jumped, and took a few deep breaths. He wanted to send her back to her room, but didn't want to lie. So he said, "Mr. Walters outside. Infected."

She clapped a hand to her mouth in horror and squeaked, "What are you saying? Infected, like those news warnings?"

He nodded mutely. She said, "Are you sure? How can you be so sure?"

"All the symptoms as mentioned by the authorities. I'm pretty sure. You go back to the room. I have called the emergency services and they should be here soo-"

WHAM

He turned slowly, his fear coming to haunt him like in a novel. He was in a difficult situation with his loved ones, yet again. The man had slammed his fists on the door, and bared his teeth. The back of his neck was tingling earnestly now...

With an unreadable look on his face, yet one that sent shivers down his spine, the man punched the door again. They only had a layer of glass separating them from the rampaging attacker. Peter said, "Get back in your room, now!"

Before she could protest, the glass shattered into a million pieces and the man stepped inside the house like a drunkard. Peter guessed that it was the last phase of transformation, and after that the human mind was completely over-ridden. He braced himself for another fight.

With a loud hiss, the man suddenly stumbled forward and dropped face first on the floor. His eyes went from a limp form on the ground to the panting form of Vish standing in the doorway.

All his shock about the lizard-men went away as soon as he saw the agent on his front door. His mind created many scenarios, from SHIELD finding our his secret to Agent Vishal being a psychic, but he remained motionless. Behind him, Aunt May collapsed into a chair, clutching her heaving chest.

He wanted to yell something about people not minding their own business but he calmed himself down. He realized that he had to play this cleverly.

"Who are you?!" he asked in a shocked voice.

Vish seemed relieved by the fact that he'd been there on time. He suddenly grabbed him and said loudly, "C'mon Peter, we need to talk."

They stepped outside, and Peter noticed that Vish was not in a kevlar jumpsuit, but his t-shirt from earlier. He spoke seriously, "Listen, Peter Parker. As far as you are concerned I'm a police officer stationed here as this is a potentially dangerous area with respect to lizard-men concentration. You will tell me anything you know, right now."

'Way to go subtle,' he thought. A weight was lifted off his shoulder as he realized that Fury hadn't uncovered his identity. But he panicked when he was reminded that Fury suspected Peter Parker. What other reason did he have to send a field agent there...He needed to be more careful now; maybe stop taking new photos of himself and send JJJ the old ones.

* * *

**Location: SHIELD Helicarrier**

"Sir, Peter Parker's house was assaulted by an infected man today."

"Interesting," Fury muttered. "Interesting...Keep an eye out on him, Sharma."

"Yes, sir."

* * *

**End of Chapter-12**

**(A/N): **Not too much action in this chapter, but it's a crucial one. The plot thickens now, and SHIELD finally raising their efforts. Don't get angry for making the OCs. I needed someone...and I kind of find other SHIELD agents lame. Also, I don't like the approach of many fanfics with SHIELD sending Black Widow or Hawkeye. They're Level 10 agents...Fury wouldn't send them for small jobs. If they realize his identity then I've no problems, but other than that...

Did you like the debut of Mockingbird? The Silver Surfer is back with a warning...Tell me what you thought of this chapter. Until next time, then.

* * *

Up next, on The Amazing Spider-Man: Team Up -

Peter evades the agents of SHIELD, only to find out that they're not one of the best for nothing.

* * *

P.S- You know what to do. Hit that Review button.


	13. I Don't Like Being Followed 247

**Update 5th June 2013: The whole Mandarin plot of IM3 has forced me to change my plotline. Next chapter won't be up before 23rd June. Check out my profile for details.**

Previously, on The Amazing Spider-Man: Team Up -

Spider-Man and Hawkeye bring the cross-species serum back to the SHIELD base, and he gets to know about the Mandarin and Tony's conflict with him.

Silver Surfer after crashing on the Earth is taken to Baxter Building, where he hints at a dangerous enemy and an impending war.

Next morning, what Peter hopes would be a normal day turns out to be an eventful one as an infected person tries to attack his home and he finds that Fury assigned a SHIELD agent to spy on him, increasing his worries. Agent Aerodart asks Peter to tell him everything.

* * *

Quote:

"Suspicion is a mental picture seen through an imaginary keyhole."

-Unknown

* * *

Disclaimer- I don't own any of the characters, except my OCs. All rights go to Marvel.

* * *

**The Amazing Spider-Man: Team Up**

**Chapter 13**

**I Don't Like Being Followed 24/7**

* * *

**Location: Parker Residence**

Peter continued to gaze at the agent, his breath slightly hitched in his throat. He wasn't sure how to respond to the question.

"I don't know. This man barged in just now, with classic symptoms of the cross species virus."

His mind was still forming ideas on how to escape without his identity being revealed. Fury wouldn't have sent him here without a reason. Vishal looked behind his back and saw that sirens were nearing them. He said sharply, "Got to cut this meeting short. I am staying here for now. Any disturbance, please come and tell me about it."

He couldn't help himself and retorted, "Why. what does this have to do with me?"

His face remained impassive. "You? You just got attacked by an infected person and you ask what this got to do with you. Till now, there have been no such incidents of attacks at home. I'm just interested why he was interested in you."

He shrugged, deciding that playing the role of the ignorant teenager was his best choice for now.

"Hmm, don't you take pictures of Spider-Man for the Daily Bugle?"

There it comes, he thought. Subtle interrogation. "Yeah, why?" He replied in a non-committal voice.

"Nothing, just curious."

Trying to continue a passable conversation, he asked, "What did you do to Mr. Walker?"

"Oh, that?" He took out a small metallic box with a small nozzle built in the side. "Contains a possible antidote for these things, but too strong. He'll be knocked out for a good two hours."

"Antidote?" He asked in a slightly raised voice, excited for the whole episode to end. This was not missed by Vishal, who intently searched his face for anything. Then he muttered, "Trial basis. You were lucky I got here in time. But you demonstrated excellent abilities in defending yourself a few days ago, huh?"

Alarmed, he said slowly, "Yeah, but I only kept it away from my aunt. Rest of the job was done by the NYPD."

He was trying hard not to wither under the scrutinizing gaze of Vishal. "You were bullied in the school, weren't you?"

No, he thought quickly. This couldn't be happening. SHIELD was taking its claws out of the pouches. He assumed a look of total innocence. "Yes. Being skinny doesn't help a bit."

Vishal grinned good naturedly. "Hey, you're not skinny. You should have many girls on your arms. Don't you have a girlfriend?"

"Yes."

"Gwen Stacy, daughter of the late NYPD Captain?"

He cursed in his mind. This was not at all going his way. The agent was trying to get something out, but whether he knew about Spider-Man or not was unclear. On one hand, all questions had hints of accusations and hidden facts, which pointed to his secret being revealed somehow. But, he was not being asked anything direct, which surprisingly felt to him like they were trying to get him to confess.

"Yes."

Nothing except short, and to the point answers.

"After your uncle's death-"

He interrupted loudly, "Sorry, but we will continue this discussion later, as I've to go and comfort my aunt."

The man looked abashed and replied, "Oh, I'm sorry, completely forgot about the situation." To his relief, many cars came and stopped in front of the house. "Okay then, bye Peter. Remember what I said...I'll deal with the diseased...and the cops too," he ended with a grin.

Raising his hand loosely in a gesture of farewell, he muttered, "Bye, V-"

'NO,' his mind screamed. He was not supposed to know his name, or Vish as the nickname.

"-very nice, meeting you, I mean. Goodbye."

Lame, he thought, but still prevented extra suspicion.

* * *

**Location: Empire State University**

Peter was dogged by many students when they came to know about the incident at his home. He wondered how news had traveled so fast. Maybe MJ had a hand in that. Gwen kept her distance and watched him with an amused look, shaking her head playfully when he caught her eye.

Later, when he caught up with her in the canteen, the first thing she said was, "Now I believe you. Trouble really follows you everywhere."

He chuckled.

"I mean, you're not even suited up, and yet you find a way to be attacked."

He held up his hands. "That's not a coincidence. I believe they can sense me."

"And by 'sense', you mean?" She asked slowly.

"They are attracted to me like insects to light. Maybe because I have the cross species DNA."

She leaned back in her chair, thinking hard. When she spoke, it was in a low voice that demanded secrecy. "OsCorp work has been pretty hectic for the past few weeks. Something big is going on there. Security guys are posted everywhere, denying entrance to everyone except the topmost officials, like Dr. Ratha. They even stopped me from entering a lab at the highest security level."

His curiosity aroused, he asked, "What lab?"

She replied, "Cross species and other international level weaponry systems tech. But importantly, the spiders are kept there. Does that ring a bell?"

He grinned as he remembered his adventure in that lab, one that had changed his life, for good...or bad, he didn't exactly know which. Then sobering quickly, he nodded and replied, "Looks bad. I encountered their thugs many times in the past few days, I told you, didn't I..."

"Yeah. But the latest bit of news is, that they're doing something with the cross species again. From what I've heard, all this ruckus is created over Norman Osborn."

He looked behind her head to see Harry chatting with the basketball team members, with Flash of all people. Time brings a lot of changes, he thought philosophically. He whispered, "Trying to save him by making him a mad animal is highly unwise, one would think. I thought he was a genius. What else?"

She bit her lip nervously, and said, "I, sort of sneaked inside anyhow-"

He raised an eyebrow, at which she waved her hand dismissively.

"-Not important in this context. But I found that work on the super soldier serum is almost done, if those scientists I heard are to be believed."

He sat straighter in his chair. "Ready?!"

Gwen nodded grimly. His emotions churned between alarm and growing anticipation. One way or the other, he was going to confront Rajit Ratha later, partly because of his hints towards his parents, and partly because he wanted to get to the end of this cross species drama.

"The thing is," she continued, "I heard your dad's name being used many times in the past few days. Almost always, it is spoken with wistful disappointment."

He lowered his eyes to avoid meeting her eyes, letting out a sigh. Like always, she was still staring at him, waiting for an answer.

"All this," he said, "all this is pretty big. Dating back...a decade ago. That day, in the sewers, he, Dr. Ratha said some things to me which made me wonder if I'm some kind of product of an experiment..."

He felt her hand squeezing his, under the table. Drawing comfort, he trailed off into nothingness.

"No one would do that to their own child, Peter. The spider bite counts for something, you know."

"Maybe."

* * *

Peter was waiting impatiently for the next lecture to start, the professor being ridiculously late. He saw that besides him, Gwen was tapping her foot quietly in the adjacent row, her favorite place.

Leaning back, he focused attention on the ceiling, getting bored. Despite his lack of interest, he was aware of every single noise and movement in the lecture hall, from normal chatter to the about hundred or so potential threats around. Amused with himself, he decided to tone down the paranoia.

"Good day to everyone, boys and girls!"

That voice...was familiar. His head lolled back down, eyes finding the form of a particular SHIELD agent waiting on the front. Ryan Gabriel.

Realizing that his mouth was open, he shut it with a click, as the newcomer clapped his hands together as the students droned good days weakly. Shock, and then panic made their way into his brain. This was too much of snooping around, even by the standards of SHIELD. Assigning two field agents on the case of a superhero, even criminals didn't get such a fate. What had he done to deserve this!

"Before any of you ask, it's my duty to tell you that your previous professor has gone for a vacation to Florida, and I'm filling in as a substitute.-"

Peter didn't want to know why a middle-aged man would suddenly go to vacation in Florida.

"-so, in this term you've covered-"

Psst

He turned around. Gwen was looking questioningly at the agent, who was now with a part-time job of professor as far as he was concerned. She whispered urgently, "I know him."

"You do?" He whispered back, surprised.

"Not really, I mean, I've seen him a few times in our apartment building last week."

Slight dread, and a little relief settled in his stomach. So maybe SHIELD had not uncovered his small secret after all. They were just trying to cover all possible leads. But why Gwen...the school fight. She was only a possible source of information on OsCorp side, but maybe their little interaction in which he'd thrown her out of the window was not missed by all.

'What. Is. Going On In Their Minds?!'

Meanwhile Ryan spoke, "Now that we've gotten past my age factor, one more thing, stop batting your eyelashes at me."

Some of the girls straightened in their places, averting their eyes but smirking all the same.

"Okay then, the topic for today is 'transgenic animals'. With the present circumstance," his posture grew serious. "we're facing an invasion of a different form of genetically modified animals, but it's all the same in the end. As defined in the Cartagena Protocol on Biosafety, any living organism that possesses a novel combination of genetic material obtained through the use of modern biotechnology-"

He debated telling Gwen about SHIELD's agent posted at his home, but he didn't want to alarm her. No window visits then, for some time. Shaking his head he tuned in to the agent's voice at the far end of the room. SHIELD had no business there except for watching him, but since they were keeping an eye out for Gwen too, the situation became more confusing. He had no clue whatsoever about this sudden change of plans. Didn't Nick Fury hold saving the city from cross species virus in the utmost priority? What was he hoping to gain? His identity? From Gwen?

* * *

**Location: Daily Bugle**

Peter knocked on the office door of the grumpy editor of the Daily Bugle. He heard an irritated, "Come in!" after which he opened the door and peered in slowly, holding the knob.

"You asked for me Mr. Jameson?"

J Jonah Jameson was surrounded by photographs and news paper cuttings. Apart from that, he was receiving a call every second from who knew how many people. That explained his mood, mused Peter.

"Parker! What have you got for me today? I haven't got a decent shot of the menace from you since last week. What happened?! Isn't the 'hero' going to do anything about the slithering reptiles?"

He forced himself to reply in a calm voice, "Sir, those reptiles are humanoid, they don't slither," oh, how he loved playing with JJJ. "-and Spider-Man is not sitting idle. In the past few days he has saved nine people from a certain death, and dozens from getting infected."

"Don't try my patience Parker, just give me the damn photos."

He took out an envelope from his backpack and tossed it on the desk. "Here. But he's been a lot difficult to catch lately. He rarely shows up, so these are all I got."

Jameson flicked through the photos rapidly, muttering obscenities under his breath. "This is rubbish. I will only give you fifty for each of these. The citizens demand some assurance, kid. Get me something with a fight or something like that. Then we can put up a headline 'Spider-Man - Lone Savior in the Darkness!'

Peter was so surprised that he didn't realize his mouth was shaped in a comical 'O'.

"What?" The editor barked.

He shrugged it off and replied offhandedly, "Nothing, just surprised to hear you appreciating his efforts."

The man grumbled, "I'm not praising him. But, with those things out there, he is the only one who can help everyone."

The words were obviously spoken with pain and irritation in the voice. Peter grinned at him, and said, "Glad you realized it, JJ."

"Not at all. I still want him captured by the law. No one has the right to take law in his hands."

He turned to leave, taking a cheque that the man had signed for him. There was no point arguing with JJJ. He was so stubborn; Peter was sure he would only appreciate his alter-ego when he needed direct help. Also, maybe his rescue of Jameson from the Scorpion had a hand in that.

A few minutes later he entered the elevator, richer by a few hundred dollars. He needed to stock up on his web supplies, and planned to order them on his way home. As he raised his hand to press the button for the ground floor, he saw a man enter JJJ's office at the far end of the office.

The man was Agent Aerodart, aka Vishal.

* * *

Spider-Man zoomed through the air, firing a web line after dropping over a hundred feet. The rush, the feeling of exhilaration never diminished, as he continued to keep a lookout for any stray lizard-men. Very often he could see people scrambling through the streets with a safety mask on their faces, hoping to avoid the virus and praying that they were lucky enough not to encounter any threat on their way home.

He had taken extra care to avoid the SHIELD agents that night. Just for the sake of throwing them off, he changed into his costume at a location so far from his house that he doubted anyone could connect the dots between Peter Parker and Spider-Man.

On reaching his favorite spot in the city, he did a few acrobatic moves on a mast pole and settled on the edge of the building, taking in the lights of the city. He didn't feel any nudge from his spider sense, for which he was grateful. He didn't want to see any more people getting infected and turned into zombie like creatures, before getting the features of lizards.

On the other hand, he was constantly paying attention to his surroundings, expecting to see any agent of SHIELD appear out of the shadows, a single name on his/her lips. No. He had to believe that his identity had not been compromised, yet.

With the drop in temperatures, lizard-men activity was on the decline, giving people a boost in morale and the authorities some time to recuperate. He checked the time, deciding to head back home. There was no work for him today. No crimes.

"Beautiful night, huh?"

His first reaction was of a split second flip through the air, after which he calmed down slightly, because his spider sense hadn't reacted. But he remained in an offensive posture, ready to lash out.

"Easy there, Spider-Man. I don't intend any kind of harm."

"Show yourself," he replied firmly, not lowering his hands.

A figure stepped out from behind a tower on the roof, slightly taller than him. His face was not visible in the darkness, making him squint behind his mask. The man was wearing some kind of a costume, which covered the upper part of his face. In the low light he saw that there were two interlocked Ds on the costume over the chest. As he came closer, he could make out outlines of two horns on his head.

"What in the world..."

The man chuckled, a deep sort of laugh from the back of his throat. When he spoke, there was seriousness in his voice. "Nice to meet you, vigilante. I've wanted to meet you for a long time."

"Nice to meet you too," he replied politely. "Uh, sorry, but who are you?"

"Oh, I'm sorry. I forgot to introduce myself. They call me, the Daredevil."

He mumbled, "You obviously know me, so...um, what-"

The man rested his hands on the edge of the boundary of roof and stared in the distance. Spider-Man noticed that he walked with a certain awkwardness, though subtle. He was a perceptive kind of person, so he'd noticed that Daredevil also leaned on his side to hear, every time he said something.

"You are blind?" he blurted out. Wow, how tactful, Parker, he thought.

"By the rate your heart beat has increased I think you're embarrassed by your question. But don't worry, I have accepted my condition. I am blind, yes. Disabled? No. Perceptive. Hmm, I like that."

He nodded, adding a quick "Yes" after he realized that nodding was of little use.

"You sensed my heartbeat? Really?"

The Daredevil turned his head to catch his gaze in a piercing stare. Those blue eyes were rather unnerving for him.

"Yes I did. As you can see, I am blind. So - I have heightened my other senses, with enough practice. Now, I can see the world 'better' than I ever could with my eyes."

Now very curious, Spider-Man said, "Oh - then why this costume? Joining the club of our band of freaks?"

Daredevil grinned, and replied, "No. You see, I work alone. Sort of like you. A lone ranger. But I've come here with a proposal."

"Proposal?"

"I have seen your battles Spider-Man. I came here because I need your help."

"My help? You seem to fare pretty well on your own, DD. Can I call you DD?"

"Yes you can. Now, I will be straight forward with you, kid. My aim in this city is to eliminate the mastermind of crimes in New York. The person who has crimes traced out to himself in almost every way. The guy who deals in every crime you can think of. The person who is responsible for every weakness in our entire system. I am a vigilante, like you, kid. But I operate from the shadows. No one gotten wind of my actions yet. But there are some places, where even I can't go. You can be a useful ally to me in my endeavors, Spider-Man."

"Hmm, lemme think for a while...I can't just agree to help any guy who comes asking for it," he replied, still dubious.

Daredevil smiled knowingly at him and replied, "Don't worry, I am offering something in return."

"Return? I don't want anything from you."

The red clad vigilante smirked and seemingly ignored him, "I am willing to teach you. Help you improve your combat."

He asked blankly, "Combat?"

SPIDER SENSE

He dodged an uppercut from Daredevil angrily, but then saw that the man was grinning widely. He threw a punch lightly, which Daredevil caught with ease and twisted his wrist painfully.

'Enough playing!'

He struck out with his elbow, aiming to catch the neck of DD but he got out of his way with an inhuman speed, driving a kick into his stomach, getting an oomph out of him. Mentally appraising the blind guy, he let himself loose as he rained blows, all of them landing short or missing by a mile. DD bent his torso at an awkward angle as he evaded his roundhouse kick. He realized too late that he had opened his defenses, and his spider sense had to remind him of the fact. He somersaulted out of the way of a well aimed punch, reflexively shooting a glob of web.

In a flash, Daredevil took out a white stick from nowhere as he caught the web fluid whole on its tip. "I didn't remember saying anything about ranged weapons."

He smirked. "A spider is honor bound to use its web, DD."

He got a small laugh in return. "Not bad, kid, but I wasn't really trying. You leave too much on your extra sense, you have one, don't you? The way you jump out at the last moment..."

He replied in the affirmative.

"If I wanted, I could have taken you out by striking any of your pressure points. I will train you. You can fortify your defenses very well after I'm finished with you."

Somehow, those words sent a chill down his spine. He said, "I feel stupid. I can't even believe you can't see...you fight better than us sight gifted men."

"I'll take that as a compliment. But I too had the gift of sight, Spider-Man. I lost it because of a monster," he finished quietly.

Spider-Man considered his options. Being absolutely free that evening, he agreed to help Daredevil. After all, it was another crime fighting responsibility, not a war against extra terrestrial soldiers.

* * *

**Location: Baxter Building**

Nick Fury was on the verge of blowing up. The situation of the cross species virus hadn't even begun to improve and to make matters worse, Reed Richards had just told him about the alien who had crashed on Earth.

He barked, "Richards, what are you implying? Didn't you assist the army in apprehending this...being years ago? Now you are protecting it? Have you got no sense of self preservation?"

Surprisingly, Reed just gave him a tight smile. "Director, I admit that the Silver Surfer was involved in the incident with Galactus. But, as you know, there was little knowledge about the events that time. I know this might sound crazy-"

"It does," he snapped.

"-but he can help us. He has an idea about who is causing all this. He knows who was behind the Chitauri, behind Electro, the Lizard, everything. He just wants to return to his planet, and I will help him, because he saved us from a certain death once."

He glared at him, and at the other members of the FF comfortably sitting in the room. "Understandable, Richards. But you know we can't just let someone of his caliber loose in the city. He needs to be under watch, until you decide whatever is to be done with him. Besides, you are not entitled for any actions taken with respect to the Surfer."

"Okay, but he stays here! Because the last time he was 'officially' taken under surveillance, the Earth almost got destroyed, all thanks to a fool who didn't bother to take my warnings seriously."

He grimaced, remembering all too well the massacre of General Hager and his men. He replied wearily, "By all means, do what you want. But you can't stop me from doing my job, Richards. The Baxter building will be under SHIELD supervision, for now."

Johnny Storm had the nerve to get up and say, "Calm down dude. We're just trying to help."

He glared at him, an action which he performed a lot everyday. Reed waved a hand impatiently to silence him, never breaking eye contact. "As you wish Director. Meanwhile, shouldn't you be focusing on the cross species threat?"

Grimacing hard, he replied politely, "We're doing our best. The antidote should be ready tomorrow, if we're lucky."

He'd added the last part unwillingly, but in the present context, it was true.

* * *

A man emerged from the shadows in a cold, dark cave full of stalagmites and stalactites. The man had green eyes, and walked with an air of superiority. In his right hand was a deadly, shiny scepter.

On reaching the middle of the cave, he called, "It's time. Prepare yourself."

A loud rumbling indicated the presence of the ones he'd wished to see. The entire structure of the cave shook as a huge giant, with frost white skin and blue hair, emerged from the bowels of earth. Another one followed him, this one wearing a helmet. Both of them were carrying clubs the size of humans.

Loki smirked.

"The portal will open in a while. You remember your orders. Cause as much damage as you can, frost giants."

* * *

**End of Chapter-13**

**(A/N): It's been a while, friends. Sorry for not updating sooner. I was caught up in other things and had to rewrite this chapter many times, as I was not quite satisfied by it. Earlier, Loki was going to make his appearance in this chapter but I decided to split it, so this is a shorter chapter, just to get the flow back. SHIELD vs the frost giants in next chapter.**

**SHIELD suspects some relation between Spider-Man and Peter Parker, but they haven't made any kind of connection. Vishal wasn't probing for answers, he was just keeping a watch and asking casual questions, except the bullying one which he just thought was an interesting point.**

**Did you like the appearance of Daredevil? I will add most of the superheroes from Marvel Cinematic Universe in this story, the next one being...Punisher, or Ghost Rider. You decide. Which brings me to another question...should I restore the story to Spider-Man category like it was earlier? Is it better suited for crossover? Because it's not strictly Avengers/Spidey, I am very, very confused. Please give your suggestions for the next hero and the category change.**

**Iron Man 3 ! Can't wait for it. The trailer is amazing.**

**Speaking of which, Iron Man and Cap are out of the picture for a while, and the Fantastic Four will team up with Spider-Man for some time in the coming chapters.**

**Tell me what you thought of this chapter. You can of course, review and you can also PM me and I'll get back to you ASAP. This story will not be abandoned, I repeat it, the story will not be abandoned.**

* * *

Next up-

Spider-Man's training with the Daredevil. The Frost Giants wreak havoc in the Museum of Natural History. The lizard-men go on a rampage, sending everyone into urgency and panic.

* * *

**P.S - You know what to do. Hit the Review button :)  
**


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